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A McDonnell-Douglas F-4S Phantom flies 
over the nation 's capital The F-4S carries the 
low visibility camouflage scheme which had 
been the standard in the 1980s. (Photo 
courtesy of Capt Tom Dunlavage, USMCR) 


Commander Peter B. Mersky 
U.S. Navy Reserve 




PCN 19000311400 

Other Volumes in the Marine Corps 
Squadron Histories Series 

A History of Marine Medium Helicopter Squadron 161, 1978 

A History of Marine Attack Squadron 225, 1978 

A History of Marine Fighter Attack Squadron 252, 1978 

A History of Marine Attack Squadron 511, 1978 

A History of Marine Attack Squadron 512, 1978 

A History of Marine Observation Squadron 6, 1982 

A History of Marine Fighter Attack Squadron 525, 1987 

A History of Marine Fighter Attack Squadron 115, 1988 

A History of Marine Fighter Attack Squadron 551, in preparation 

USMC PCN 190 003114 00 




This historical monograph is one of a scries of active duty and Reserve squadron histo- 
ries. When completed, the series will cover each squadron in the Fleet Marine Force. This 
volume highlights the significant activities of Marine Fighter Attack Squadron 321 dur- 
ing its more than 40 years of active and Reserve service. Since its commissioning in Febru- 
ary 1943, the squadron has evolved from a group of inexperienced wartime pilots flying 
F4U Corsairs to today's Reservists in their F/A-18 Hornets. 

Commander Peter Mersky is a graduate of the Rhode Island School of Design with 
a baccalaureate degree in illustration. He was commissioned in the Navy through Air 
Officer Candidate School in May 1968. Following active duty, he remained in the Naval 
Reserve and served two tours as an air intelligence officer with Light Photographic Squa- 
dron 306, one of the Navy's two last Crusader squadrons. 

Commander Mersky currently serves as assistant editor for Approach, the Navy's safety 
magazine, published by the Naval Safety Center in Norfolk, Virginia. He also has writ- 
ten or coauthored several works on Navy and Marine Corps aviation, including The Naval 
Air War in Vietnam, with Norman Polmar; U.S. Marine Corps Aviation, 1912-Present; 
and numerous magazine articles in both American and British publications. 

In the pursuit of accuracy and objectivity, the History and Museums Division welcomes 
comments on this monograph from key participants, Marine Corps activities, and interested 

Brigadier General, U.S. Marine Corps (Retired) 
Director of Marine Corps History and Museums 



During World War II, Marine Fighting Squadron (VMF) 321 enjoyed a brief, but suc- 
cessful, career as one of the many such units which contributed to the Allied victory in 
the Pacific. However, where many of its sister squadrons eventually disappeared during 
the postwar demobilization, VMF-321 was reborn at Naval Station Anacostia on the out- 
skirts of the nation's capital as the first Marine Air Reserve fighter squadron, a role in 
which it continues to the present day. 

The Reservist's role —whatever his service, but especially that of the air Reservist— is 
sometimes hard for the regulars and civilian population to understand, much less ap- 
preciate. While on the face of it, the Reservist appears to have the best of both worlds, 
he treds a thin line between his normal civilian job and family life, and his dedicated 
participation in his country's defense. Even though the air Reservist obviously enjoys con- 
tinuing his association with military aviation, and is well paid for his time and accumu- 
lated skills, he knows he may be called upon during national crises. Such was the case 
during World War II and Korea. Many Reservists paid the ultimate price for their dedica- 
tion; others stood by ready to fill in when called. 

During the volatile 1970s and 1980s, and even during the upcoming, uncertain 1990s — 
which, as this history is being written, has already seen the beginning of what promises 
to be the largest mobilization of America's military reserves since Korea— Marine Air Reser- 
vists continue to train, honing their skills, hoping they will never have to use them in 
earnest, but remaining ready if needed. VMEA-321 is a prime example of a Marine Air 
Reserve fighter attack squadron, taking pride in its long heritage and exciting future. 

As a Naval Air Reservist at NAF Washington, D.C., I became familiar with VMEA-321, 
arriving just before it traded its F8 Crusaders for F-4 Phantoms. On occasion, I was for- 
tunate to fly with these dedicated Marine aviators and I remained impressed with their 
skills and belief in themselves, their squadron, and its mission. 

Many people have helped with various stages of this project. Members of the staff of 
the Marine Corps History and Museums Division provided resources and encouragement. 
A grant from the Marine Corps Historical Foundation helped to defray the cost of research 
and photographic acquisition. In preparing the manuscript for publication, Mr. Charles 
R. Smith assisted in the final editing and captioning of the illustrations, Mrs. Catherine 
A. Kerns typeset the manuscript and collateral materials, and Mr. William S. Hill com- 
pleted the design and layout of the history. Current and past members of VMEA-321, 
including former commanding officers such as Colonel David Gould, USMCR (Ret), have 
also helped in telling their squadron's story. 

Peter B, Mersky 
Commander, U.S. Naval Reserve 


Table of Contents 

Foreword iii 

Preface v 

Table of Contents vii 

Chapter 1 Formation and World War II Combat Operations 1 

Chapter 2 Rebirth as a Reserve Squadron 10 

Chapter 3 Korea: Impact and Individual Member Service 15 

Chapter 4 Anacostia to Andrews: Props to Jets 19 

Chapter 5 The Phantom Era 25 

Chapter 6 The 1980s and Beyond 32 

Notes 39 

Appendix A: Chronology 40 

Appendix B: Commanding Officers 41 

Appendix C: Honors 42 

Appendix D: Squadron Insignia 43 


Department of Defense Photo (USMC) 47192 
May Edmund E Overend, a highly-decorated former member of Claire L. Chennaulfs 
Flying Tigers, commanded VMF-321 from September 1943 to September 1944. While 
in command, he downed three Japanese planes, bringing his wartime total to nine. 


Formation and World War II Combat Operations 

Marine Fighting Squadron 321 (VMF-321) was com- 
missioned on 1 February 1943 at the Marine Corps 
Air Station, Cherry Point, North Carolina, and as- 
signed to Marine Aircraft Group 31,3d Marine Air- 
craft Wing. The first commanding officer was Major 
(now retired Colonel) Gordon H. Knott. Recalling 
those first days, he wrote: 

The squadron was formed by a small group of fighter pi- 
lots and six single-seat trainers in which we practiced for- 
mation flying, aerobatics, and gunnery. After three or four 
months, we received a few brand-new F4U-1 Corsairs that 
were full of new-plane problems. 

Because of the urgency of getting the squadron ready for 
deployment, pilots were assigned who were trained only in 
"big boats," or seaplanes. There were many problems and 
accidents because of this sudden transition of these pilots. 1 

Because most of the pilots were inexperienced, they 
were sent to Oak Grove, North Carolina, on 19 May, 
for four months of intensive training in tactics and 
combat maneuvers in the Corsair. Near the end of the 
training period, the squadron s more seasoned pilots 
were transferred to VMF-311, the squadron scheduled 
to deploy ahead of 321. However, as Colonel Knott 

The deployment date for VMF-321 was advanced to the 
same date as 311 and more "big boat" pilots arrived to fill 
321's complement. We finally received our last Corsairs in 
the afternoon before we left for the West Coast. Bour of these 
brand-new aircraft had leaky fuel tanks. Several pilots were 
killed in a storm over Texas during the flight to the West 

Upon reaching our destination, all planes were sent to 
the Marine Service Squadron for over a month of repairs. 
It was one hell of a way to get ready to fight a war! 2 

The squadron was reassigned to the 4th Marine Air- 
craft Wing, and when VMF-321 reached San Diego, 
California, on 29 September, Major Edmund F. Over- 
end took command. He had seen action with the 
American Volunteer Group (AVG), the Flying Tigers, 
in China, and was an ace with six Japanese planes to 
his credit. His arrival was the inspiration and morale 
boost the squadron needed as it left for combat on 
board the Nassau (CVHE-16). Major Overend would 
claim three more kills during his tour. 

The F4U Chance-Vought Corsair was a single-seat, 
low-wing monoplane powered by a 2,000 hp Pratt & 
Whitney engine. The aircraft could climb to over 
35,000 feet and was the first American fighter capa- 

ble of speeds over 400 mph. It became the standard 
Marine fighter during the last two years of World War 
II, and also saw considerable service during the Korean 
War of 1950-53. 

When the squadron left San Diego, it did not have 
a nickname. Major Overend recalled his time with the 
Flying Tigers. The AVG had three squadrons: the Pan- 
da Bears, Adam & Eve, and the Hell's Angels. He sug- 
gested adopting the last name and the squadron 
quickly agreed. 3 

On the evening of Saturday, 1 October, on board 
the Nassau, Major Overend entertained his men with 
his experiences in the AVG in China and Burma. He 
gave his pilots definite ideas about aerial combat. The 
following day, Major Overend interviewed each of his 
pilots regarding individual flight experience to deter- 
mine what additional training each aviator needed. 

The Nassau reached Samoa on 6 October, and be- 
gan launching Douglas Dauntless scout bombers 
(SBD) in the late afternoon. VMF-321's personnel — 
some of whom were already on shore— watched the 
proceedings to reassure themselves that when their 
turn came the next day, all would go well. After the 
SBDs launched, VMF-321 set up camp ashore eight 
miles from the port at Pago Pago. By nightfall, all 
officers and men were settled in and ready for the next 

On 7 October, with 17 Corsairs to be launched, pi- 
lots were assigned duties on shore concerning unload- 
ing squadron gear. The carrier was moored to the dock 
where the prevailing wind was 90 degrees from star- 
board. At 1100, Major Overend launched in the first 
F4U with no difficulty. The rest of the squadron fol- 
lowed and landed at Tafuna Airfield without incident. 

Lieutenant Colonel Robert M. Keim was a first lieu- 
tenant with VMF-321 in 1943. He remembered this 

When we arrived in Samoa, the jeep carrier tied up to 
the dock in a very small, narrow harbor. Instead of unload- 
ing the F4Us and SBDs and dragging them through the town 
to the airfield, we decided to catapult them off. The charts 
indicated we would be shot off below stall speed. Our skip- 
per didn't believe the charts, so he said, "I'll try it. If I make 
it, the rest of you follow." He not only made it, but the en- 
tire ship was unloaded in this fashion in short order, without 
incident — except for a few tailwheels dragged through the 
water!" 4 


Marine Corps Historical Collection 
IstLt Robert M. Keim stands in front of his F4U-1 
Corsair, dubbed the "Barbara G." after his wife, 
on Espiritu Santo. Lt Keim shared the aircraft with 
Capt Robert B. See, the squadrons only ace. 

Five days later, on 12 October, VMF-321 lost its first 
aircraft in the Pacific. Returning from the first hop on 
the afternoon schedule, Second Lieutenant Robert W. 
Griffith nosed his plane over and onto its back during 
a landing attempt. He suffered a minor laceration of 
his scalp, but the F4U (17522) was written off Lieu- 
tenant Griffith would even the account later by scor- 
ing one kill. 

On 16 October, the rest of the squadron arrived. 
New pilots flew checkout and familiarization hops. 
Heavy rain kept operations to a minimum, but ground 
lectures filled in the schedule. Combined operations 
with scout bombers at British Samoa were flown 
whenever possible, although weather sometimes forced 
operations to be cancelled by early afternoon. 

VMF-321 pilots were again in the air on 22 October, 
practicing strafing runs on an oil slick. The pilots were 
becoming proficient in tactics, but what hurt the squa- 
dron more than the enemy throughout the war were 
problems with aircraft maintenance. Although the 
maintenance personnel were the best, there were no 
spare parts, and with cargo ships arriving 10 days late, 
operations were below 50 percent. On 29 October, 8 
of the squadron's 18 Corsairs were grounded due to 
tailwheel trouble. 

On 1 November, Major Overend told the squadron 
that they would be leaving for Espiritu Santo on or 
about the 15th. They would leave their gear and air- 

craft at Tafuna. Gunnery practice continued as did 
familiarization hops in SNJ trainers for the pilots who 
had not flown the F4Us at night. However, air opera- 
tions remained limited due to the continued lack of 
spare parts. The squadron's cargo ship, Santa Ana, fi- 
nally arrived on 8 November with spare parts, 59 days 
after leaving San Diego. Flight operations were secured 
on 10 November in preparation for the move to Es- 

At 0800, 15 November, squadron personnel set sail 
in the Pocomoke (AV-9) for the island of Efate, one 
of the islands in the New Hebrides, approximately 100 
miles southwest of Espiritu. The Pocomoke crossed the 
equator on schedule at 1300, 18 November, and ar- 
rived at Efate on 20 November. The squadron lived 
near Quoin Hill Airfield. Major Overend announced 
that the squadron would stay at Efate for four to six 
weeks, then go on to the combat zone. VMF321 divid- 
ed itself into a flight echelon and a ground echleon. 
The flight echelon was composed of all pilots, plus 
the squadron doctor and intelligence officer. The 
ground echelon contained all other ground officers 
and enlisted men. When the flight echelon went to 
the combat zone, the ground echelon stayed at Efate 
and helped ground personnel from other squadrons. 
Later, the ground personnel would follow the flight 
group into the combat zone. 

Since the squadron no longer had its aircraft, flight 
operations were suspended until one of the other units 
left Efate, leaving their aircraft for VMF-321. On 26 
November, VMF-321 took over the Corsairs from a 
departing Marine squadron: "Flight operations began 
at 1400 today with the squadron using battle-scarred, 
old, worn out, generally poor F4Us." 5 The squadron 
was divided into two wings; the left wing was led by 
the commanding officer, while the right wing was led 
by the executive officer. Each wing flew every other 
day so that 50 percent of the pilots would get flight 
time each day. 

The squadron lost two planes on 29 November, but 
the pilots were rescued. First Lieutenant John R. Nor- 
man ditched right after takeoff on his second flight 
of the morning. At 500 feet, Lieutenant Norman's en- 
gine began throwing dense black smoke. In a few 
minutes, his engine seized and the propeller stopped 
turning. After ditching, he inflated his raft and clung 
to it until the field's J2F-3 Duck amphibian picked 
him up. The F4U (02262) sank in water too deep to 
be salvaged. 

The second loss came when First Lieutenant John 
Shoden collided with another Corsair. First Lieutenant 
Shoden's controls were damaged and he bailed out 


Marine Corps Historical Collection 
Pilots of VMF-321 gather for a group photograph in December 1943, shortly before 
they began combat operations from Efate, then Vella Lavella and Bougainville. 

over the water. It was an hour before a crash boat from 
Havannah Harbor picked him up. 

Training continued in strafing, tactical maneuvers, 
cooperation and coordination with other aircraft, the 
value of intelligence for ground forces, and the harass- 
ment of the enemy. On Christmas Eve 1943, 321 
moved to Vella Lavella and into the combat zone. One 
week later, they moved to Torokina strip on Bougain- 
ville. By then, they had recorded their first kill. 

Anxious to see action, First Lieutenant Robert B. 
See got the first aerial victory when he shot down a 
Zero over St. George's Channel on 28 December. Lieu- 
tenant See eventually scored five kills to become the 
squadron's only ace. The squadron war diary described 
Lieutenant See's kill: 

IstLt R.B. See, at 17,000 feet, had a Zeke [the "Zeke" was 
the Allied codename for the Mitsubishi A6M Zero fighter, 
the premierjapanese aircraft of the war] pull up to the right, 
into range. See opened up at 500 feet, with 50 percent deflec- 
tion. The intermediate gun on the left wing was the only 
one firing. [The Corsair had six .50-caliber machine guns 
mounted in the wings] A six-second burst hit the enemy 
aircraft in the rear left wing. There was a "big pop" explo- 
sion in his face for a second, then out. It appeared to be 
the left wing tanks. With the wing still intact, the Zero 
pulled over to the right and down, making a 200 ft smoke 
pot after hitting the water. 6 

In the same engagement, Major David Drucker dove 
on a Zero's tail and fired a five-second burst into the 
enemy fighter. The Zero spiralled down trailing smoke. 
Major Drucker tackled a second Zero, pumping 200 
rounds into the Zeke which also nosed over and dis- 
appeared. Without confirmation of the destruction of 
the two Zeros, Major Drucker was credited with two 

No Japanese aircraft were seen for the remainder 
of December, but January 1944 belonged to Marine 
Corps fighters, including the Corsairs of the Hell's An- 
gels. On 3 January 1944, VMF-321 pilots discovered 
that the tactics they had been using did not work as 
expected. Five aircraft from VMF-321 participated in 
the fighter sweep overRabaul. Orbiting at 20,000 feet, 
First Lieutenant See noticed 12 Tonys (the Kawasaki 
Ki.6l fighter, powered with a liquid-cooled engine, 
unusual for Japanese aircraft) coming in from above 
at 21,000 feet at 8 o'clock. The F4Us did a rolling 
split- ess to either side. This type of evasive maneuver 
proved ineffective because the Corsairs were badly shot 

First Lieutenant John R. Norman, from New 
Orleans, Louisiana, had most of the January limelight. 
On 23 January, while flying an FG-1 (a version of the 
F4U Corsair produced by Goodyear) from Bougain- 


ville, Lieutenant Norman saw 20-25 Zeros, chased 
them, shot down four in only a few minutes, and es- 
caped. The VMF-321 war diary recorded the action: 

Lts. Norman and Talbot, at 26,000 feet. Sighted 20-25 
Zekes over Duke of York [Island] at 18,000 ft. They dropped 
to 23,000 ft, observed 4 Zekes by themselves. Coming in 
from the rear, Lt. Norman got a short burst into fuselage 
and tail section of the rear Zeke of the formation, causing 
it to explode and go down in flames at approx. 1720. Climb- 
ing back to altitude again so as to stay between the sun and 
the Zeke, he made a second pass at a Zero, from 6 o'clock 
with altitude advantage. He observed his tracers to enter the 
fuselage from tail section, forward. The Zeke nosed down 
with the tail section aflame. After again gaining altitude 
to 23,000 ft. Lt. Norman attacked a third Zeke, firing a short 
burst into the left wing root, causing the left wing to snap 
off. The enemy a/c spiraled down, entirely out of control. 
In a similar manner, from an altitude advantage rear ap- 
proach out of the sun, Lt. Norman with a short burst from 
6 o'clock sighted tracers to rake back thru fuselage. The Zeke 
exploded bursting into flames as Lt. Norman passed un- 
derneath. 7 

The period of November 1943 through January 1944 
was the heyday of Marine Corps Corsair squadrons. 
The Corsair, because of its design, was having trou- 
ble being accepted for carrier duty, and the land-based 
Marine fighter squadrons (as well as two Navy units — 
VF-12 and VF-17) took the plane into combat with 
spectacular results. The Bougainville -Vella Lavella area 
became the domain of Leatherneck Corsairs from 
which such aces as VMF-2l4's legendary leader, Major 

IstLt John R. Norman shot down four Japanese air- 
craft in one mission on 23 January 1944 for which he 
would receive the Distinguished Flying Cross. The 
squadron scoreboard displays 39 Japanese aircraft des- 
troyed as of April 1944 and the Hells Angels insignia. 

Marine Corps Historical Collection 

Gregory "Pappy" Boyington, flew. The Corsairs were 
used for fighter sweeps and escorting Army and Ma- 
rine bombers, close air support being only in its early 
stages. With their fighters' range and speed, and tradi- 
tional esprit, Marine pilots wrested control of the air 
from the Japanese. The squadron scored 34 confirmed 
victories and 11 probables in January; at least one kill 
or probable every day. This was somewhat offset by 
the loss of eight squadron Corsairs in combat. 

Lieutenant Colonel Keim recalled his first combat 
over Rabaul on 2 January 1944: 

On the first mission over Rabaul, we flew high roving cover 
because we were new and needed experience without get- 
ting too involved. On the second mission, we flew medium 
cover which is where the action started. After milling around 
for a while watching the Zeros coming up from the airfields 
below, I suddenly found myself on the tail of one Zero. I 
gave him a burst and saw pieces come flying off the aircraft, 
including the canopy which almost hit me. I dodged the 
debris and didn't hang around to see what happened to me. 
Score: one probable Zero. 8 

Japanese fighters nearly succeeded in shooting down 
Lieutenant Colonel Keim during one mission. He had 
chased several Zeros without getting into firing posi- 
tion. Suddenly, a stream of tracers shot past his cock- 
pit; he had a Zero on his tail. The enemy plane was 
so close that his bullets were converging in front of 
Keim's Corsair. The Marine pilot did a quick split-ess 
and dove for the deck, exceeding both the airspeed 
and structural limits of his aircraft. The F4U held 
together and he returned home frightened but safe. 

Lieutenant Colonel Keim recalled another mission 
on 24 January: 

I flew a mission over Rabaul escorting B-25s. I shot at sever- 
al Zeros but it was such a wild day I didn't even come close 
to hitting any of them. Then I realized that our fighters had 
headed for home and were disappearing over the horizon. 
I went full bore to catch up with them. About half-way out 
to the open sea, I saw a Zero chasing two Australian P-40s 
who were right down on the water. I went after the Zero 
and nailed him as he was pulling onto the tail of one of 
the F-40s. I followed the P-40s for a while and they seemed 
OK. I didn't see any more Zeros. 

Then I saw a plane trailing smoke and closed in. It turned 
out to be a P-38 heading for home. But it was obvious he 
wouldn't make it. He did get out to the open sea and make 
a good water landing. He got into his raft and waved to me 
as I circled over him. I alerted the rescue unit and they 
relieved me in about 45 minutes. I returned to Bougain- 
ville and landed on fumes. I was so late that I had been 
reporting missing. 

I felt pretty good about the mission until later in the day 
when the Australian squadron commander called me to see 
if I could help him discover what had happened to his two 
P-40s. For some reason, they had not made it back. Score: 
one Zero confirmed. 9 


The Hell's Angels' score sheet for January 1944 


Fighter sweep over Rabaul. 

5 kills/ 2 probables 


Fighter sweep over Rabaul. 

3 probables 


Fighter sweep over Rabaul. 

3 kills 


Escort for 18 TBFs and 24 SBDs over 

Rabaul buildings and barges strafed. Hits 

on radio tower. 


Baniu Harbor strafing run. Hits on gun 

emplacements, house, and barge. 


Escort SBDs and TBFs over Rabaul. 

3 kills 


High cover for TBFs over Rabaul. 

2 kills/ 1 probable 


Low cover for SBDs over Rabaul. 

1 kill/ 2 probables 


Escort SBDs to hit shipping in Simpson 


3 kills 


Escort B-25s to Rabaul. 

2 kills 


Escort B-25s to Rabaul. 

3 kills 


Escort B-25s to Rabaul. 

1 kills 


Fighter sweep over Rabaul. 

4 kills 


Escort SBDs to Rabaul. 

2 kills 


Escort TBFs over Rabaul. 

7 kills 


Escort B-25s over Rabaul. 

2 kills 

First Lieutenant See, aside from Major Overend's 
previous victories with the AVG, was VMF-321's only 
ace. Lieutenant See scored one kill each on 28 Decem- 
ber 1943 and 9 and 17 January 1944, and two kills on 
20 January. His achievement was recorded in several 
newspapers. Sergeant Ralph Peck, a Marine Corps 
combat correspondent from Cincinnati, Ohio, wrote: 

First Lieutenant Robert B. See, USMC, a Marine fighter 
pilot, got off on the right foot against the Japanese today. 

The 22-year-old Marine flier shot down a Jap Zero dur- 
ing his first combat hop against the enemy in an aerial bat- 
tle over Rabaul, a key Jap base on New Britain Island. He 
is a member of the new "Hell's Angels" fighter squadron 
which recently arrived in the South Pacific combat zone. 

"The thrill of that first hop is one I'll always remember," 
said Lieutenant See. 'Til never forget the words of the flight 
leader as we reached our target. All he said was, "Here they 
come up to meet us," but that was enough to have me shak- 
ing in my boots. But there wasn't much time to be scared, 
because the Nips were coming in from all directions. I got 
off a few bursts at a few of them, but had no luck. I spotted 
one of our boys making a run on a Zero and dived down 
to offer a hand. As I dived, the Zero pulled up directly into 
my sights. I was darned lucky and plenty excited, too, be- 
cause I nailed him on the first shot— with only one gun work- 
ing. His left wing tank blew up and he rolled over on his 
back and crashed into the sea." 10 

Evidently, the press kept track of Lieutenant See be- 

cause when he logged his fifth kill, Sergeant Harold 
Powell, a Marine Corps correspondent, filed this story: 

Bougainville — Somewhere in the Solomons there is a very 
grateful divebomber gunner, according to a note received 
by First Lieutenant Robert B. See, Marine fighter pilot. 

Returning from an escort flight of Navy and Marine torpe- 
do and divebombers over Rabaul, the Marine flier reported 
he put some bursts into a Zero harassing a divebomber. He 
did not claim a kill because he did not see the Jap crash. 

The following day, a note was delivered to the pilot by 
the anonymous gunner who thanked the flier for chasing 
the Jap away from his tail and shooting him down! 

The note said he had seen the Zero crash. Credit for the 
enemy plane, verified by the gunner, brought Lieutenant 
See's total bag to three. 

Recently, the San Francisco flier scored two more enemy 
fighters over Rabaul to become a Marine ace. 

In that action, Lieutenant See was escorting Mitchell (B-25) 
bombers. Turning back to help his wingman who was be- 
ing attacked by several Zeros, Lieutenant See found him- 
self in the midst of 40 intercepting Japs. 

"When I found the Zeros between myself and the Allied 
formation, I began shooting to keep them away. I was just 
bluffing but one Zero came zooming across my sights. I shot 
him from underneath." 

With full throttle, he climbed for altitude. No Zeros at- 
tacked, but as a division of enemy fighters swung into view, 
Lieutenant See said he became "trigger happy." 

"I exploded the last one with a firing run from the side. 
This drew all the Japs' attention. I was in a tight spot. Down 


Marine Corps Historical Collection 
A Marine Corsair takes off on a mission from Vella Lavella tn November 1945. The aircraft's 
main landing gear has rotated nearly 90 degrees to lie horizontally in the wing wheelwells. 

A Marine SBD Dauntless divebomber— the workhorse of the Pacific — takes off from Bou- 
gainville in December 1945. The island recently had been reclaimed from the Japanese. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 

As were many other American airfields in the Pacific, Torokina Field on Bougainville was 
literally cut out overnight from the dense jungle which surrounded Empress Augusta Bay. 

they came. I didn't see anyone behind me but tracers sud- 
denly punctured my cowling. I rolled to the right. At the 
same instant, a 20mm shell tore through my left wing. Div- 
ing and rolling, I somehow escaped. Before I knew it, I was 
back in friendly territory— and pretty thankful." 

In the engagement, Lieutenant See's Corsair was punc- 
tured by 18 7.7mm shells, but he returned safely to base. 11 

As the Allies advanced, the Solomons became a rear 
area, and VMF-321 left for an interim period at Syd- 
ney, Australia, for maintenance and a much-deserved 
rest. The squadron had enjoyed an enviable first tour. 
An unnamed pilot summed up their accomplish- 
ments. "During these sweeps and escorts, we scored 
a few sures, and probables each day," "But," as he con- 
tinued "with other Marine squadrons such as VMF-211, 
-214, and -216, the daily score mounted until all of 
us knew the enemy was once again on the wrong side 
of the fence " 

The squadron returned to Bougainville on 6 March 
1944, and three weeks later transferred to Green Is- 
land, to bomb enemy shore installations. One raid was 
directly responsible for stopping Japanese attacks on 
the B-29 airfields on newly won Saipan. Soon, 
Japanese shipping lanes were empty and VMF-321 

helped clear the Bismark Archipelago area of the 
Japanese Air Force. The area was so quiet that the 
squadron's second combat tour failed to show any fur- 
ther contact with the enemy although 321 pilots flew 
666 missions in 2,000 hours. 

August 1944 found the squadron embarked on the 
Kwajalein (CVU-98) and the U.S. Army transport ship 
Sea Fiddler headed for Guam. The time at sea varied 
from 17 to 38 days, and all hands were finally reunit- 
ed at West Field, Guam. While the pilots flew off 
Kwajalein, they dropped 1,000-pound bombs on the 
islands of Rota and Pagan. 

On 17 December 1944, overseas duty ended for 
VMF-321 and the squadron was withdrawn from the 
combat zone and transferred to San Diego where it 
arrived in early 1945. Once in California, squadron 
personnel took 30 days leave, only to return to find 
they had been transferred to Marine Air Support 
Group 51 at Marine Corps Air Station Mojave. Flight 
operations began immediately with instrumentation 
and familiarization flights. 

Major Justin Miller, Jr., commanding officer of 


VMF-321 from October 1944 to March 1945, wrote 
about this period: 

HQMC sent a young major to relieve me in December 
1944. Unfortunately, he was killed on his fifth mission. In 
January 1945, the squadron received orders to go to Mojave 
to train in F6Fs which were going aboard fast carriers. HQMC 
expected VMF-321 to arrive at Mojave with pilots that had 
at least six months overseas experience. Unfortunately, they 
forgot to tell the wing, so, many pilots who had been away 
from combat for over a year transferred into VMF-321 for 

VMF-321 in name only, as it was staffed mostly by pilots 
originally from VMF-217 and a few from VMF-216, sailed 
in USS Barnes [CVHE-20] for San Diego in early 1945. But 
there were many Marine fighter pilots from the East Coast 
who wanted to get into the fight before it was too late. 
Gradually, my pilots transferred out and I left to be XO of 
MAG-11. 12 

The squadron began to streamline itself in prepa- 
ration for becoming carrier-based. One hundred and 
eighty-four enlisted Marines were transferred from the 
squadron on 1 March 1945, and, on 22 March, Major 
William Boland assumed command, bringing 32 pi- 
lots with him. 

On 25 March 1945, Major Robert Owens, Jr., as- 
sumed command of Air Group 6, which was com- 
prised of VMF-321, Marine Torpedo-Bombing 
Squadron 454, and Carrier Aircraft Service Detach- 
ment 6. The Corsairs which VMF321 had flown 
throughout the war were replaced by 17 Grumman 
F6F-3 Hellcats. The new syllabus for carrier-based 
squadrons began with familiarization, instrument, tac- 
tical, and cross-country flights. Operational training 
included gunnery, bombing, strafing, rocket firing, 
search, night flying, and air support, along with field 
carrier landing practice (FCLP). By the end of April, 

the squadron had completed 47 percent of the 

VMF-321 also completed carrier landing practice and 
went on board the Matanikau (CVE-101) for carrier 
landing qualifications on 25 May. All pilots had 
catapult shots early in the morning and each pilot 
made 12 to 17 landings. Air Group 6 made 602 carri- 
er landings in one day without a mishap, including 
451 landings by VMF-321. Back at Mojave, the squa- 
dron rushed to complete the syllabus, and on 16 June, 
it transferred to Marine Corps Air Station Santa Bar- 
bara, but remained under the administrative control 
of Marine Air Support Group (MASG) 51. 

The next day, Air Group 6 flew to Tacoma, 
Washington, to attend the commissioning of the Puget 
Sound (CVE-113), the carrier to which the group had 
been assigned. The group squadrons flew in forma- 
tion over the carrier during the ceremony. 

One month later, on 17 July, VMF-321 transferred 
from Marine Air Support Group (MSG) 5 1 to Puget 
Sound. All hands attended fire fighter's school before 
the ship left for its shakedown cruise. The cruise last- 
ed for two weeks and Air Group 6 made the first re- 
qualifications without incident. July and August 
included heavy training, alternated with periods 
ashore at Santa Barbara. 

Major Darrell Irwin took command of the Hell's An- 
gels on 7 September. By this time, of course, the war 
was over, the formal surrender having been signed on 
2 September on board the battleship Missouri, in Tokyo 
Bay. On 8 September, the Puget Sound sailed from 
San Diego for Naval Air Station Ford Island, Pearl Har- 
bor. Arriving on 15 September, VMF321 was trans- 
ferred to Marine Air Support Group 44, 3d Marine 

On their way home in February 1945 , members of VMF-321 pose for a squadron photo- 
graph on the flight deck of the Barnes (CVHE20) enroute to Guam. Maj Justin N. Miller, 
Jr., the squadron's commanding officer, is seated in the front row, fifth from the right. 

Marine Corps Historical Collection 


Aircraft Wing. The squadron was based at Marine 
Corps Air Station Ewa on Oahu for further training. 
Bombing, strafing and air support exercises were run 
during this two-week period. On 1 October, all per- 
sonnel reported back on board the Puget Sound and 
the ship sailed for Tokyo. 

When the Puget Sound 'left port, VMF-321 trans- 
ferred to Marine Air Support Group 48. A simulated 
attack was made against Midway Island on 5 October. 
Army B-25s from Midway were intercepted by the 
squadron's combat air patrol when the bombers at- 
tacked the carrier. 

The ship crossed the International Date Line on 6 
October and on 14 October, Puget Sound dropped 
anchor in Tokyo Bay off Yokosuka. On 20 October, 
the carrier sailed from Tokyo Bay as a member of Car- 
rier Task Unit 51.2.23, part of the Fifth Fleet. Squa- 
drons from the carrier acted as air support for the U.S. 
Army's occupation landing forces at Nagoya. From 
25-27 October, VMF-321 participated, with the rest 
of Air Group 6, in covering the landings. By 28 Oc- 
tober, the Puget Sound had returned to Tokyo Bay. 
To keep their skills sharp, the Marine crews conduct- 
ed flight operations off the Japanese coast. 

VMF-321 transferred to Marine Air Support Group 
44 on 10 October, and five days later, their carrier 
transferred to the Seventh Fleet. On 16 November, the 
ship got underway for Saipan in the Marianas, and on 
17 November, Air Group 6 transferred to MASG-44 
Headquarters. Arriving at Saipan on 20 November 
1945, all aircraft were flown to Kobler Field, and train- 
ing operations began immediately. 

At this time, the Puget Sound belonged to TF 74.3, 
along with the Siboney (CVE-112), Bairoko (CVE-115), 
and four destroyer escorts. The small task force 
represented the only combat ready carrier force in the 
Pacific as it sailed for the China Sea. Squadron air- 
craft recovered on board the Puget Sound once the 
ship was at sea. 

The task force anchored at San Fernando, Luzon, 

the Philippines on 6 December. Three days later, as 
part of TF 72.1 (comprising the same ships), the force 
sailed for Hong Kong, arriving on 13 December. One 
week later, the task force sailed for Manila, arriving 
on 23 December. During this period of see-sawing 
back and forth, the task force conducted flight train- 
ing operations. Second Lieutenant Weslie T. Howton, 
Jr. went in off the bow when the catapult ring on his 
plane's tailwheel assembly stretched, preventing his 
aircraft from attaining flight speed. His aircraft was 
the only operational loss suffered by VMF-321 during 
this time. 

The task force reached Apra Harbor, Guam, on 5 
January 1946, and picked up aircraft for the trip to 
Hawaii. Puget Sound arrived at Ford Island on 14 Janu- 
ary and offloaded its aircraft, with another load be- 
ing placed on board to be ferried to San Diego. On 
17 January, with the personnel of VMF-321 as pas- 
sengers, the carrier sailed for California, arriving on 
23 January. 

During the trip to San Diego, word came that 
VMF-321 was to be decommissioned. A news release 
from the Puget Sound read: 

One of the highest regarded outfits in U.S. Marine Corps 
aviation is heading for decommissioning this month after 
establishing an enviable set of records by both individual 
members and as a unit. It is Marine Air Group 6, composed 
of VMF-321, commanded by Major Darrell Irwin, USMC, 
and Torpedo Squadron 454, under Major James Clark, 
USMC. 13 

The group's honors included the Asiatic-Pacific 
Campaign Streamer with two bronze stars and the 
other for the Bismarck Archipelago Operation (one 
star for the Consolidation of the Solomon Islands), and 
the Victory Streamer of World War II. 

VMF-321 transferred to MCAS Miramar on 23 Janu- 
ary and on the 28th, the squadron was decommis- 
sioned. All personnel transferred to Headquarters 
Personnel Group Marine Air West Coast and the squa- 
dron records were sent to Washington, D.C. 



Rebirth as a Reserve Squadron 

As soon as word came that VMF-321 was going to 
be decommissioned, a group of Marine aviators in the 
Washington, D.C., area pushed to organize a reserve 
fighter squadron. The members came from the ranks 
of the pilots, mechanics and ground personnel who 
had served with the Hell's Angels in the Pacific. The 
new reserve squadron would be based at Naval Air Sta- 
tion (NAS) Anacostia on the eastern side of the 
Potomac River, across from the national capital. 

The Organized Marine Air Reserve Program, com- 
manded by Brigadier General Christian F. Schilt, sent 
out a call early in the summer of 1946 for Marine 
officers and men who would be willing to spend ap- 
proximately three hours one Saturday a month flying 
or maintaining aircraft in a Reserve squadron. General 
Schilt, who had been decorated with the Medal of 
Honor in 1928 for service in Nicaragua, was tasked with 
forming 28 Marine Air Reserve squadrons from 1,150 
pilots, 352 ground officers, and 7,000 enlisted men 
in the Marine Corps Reserve. 

By late June 1946, VMF-321, along with 23 other 
Marine Air Reserve squadrons, had reported to Gener- 

al Schilt that they had enough people to be opera- 
tional. Los Alamitos, in California, had 65 percent of 
its squadrons' billets filled, while NAS Squantum, 
near Boston, Massachusetts, had 60 percent manning. 
Anacostia reported 30 percent. Most squadrons were 
running about 16 percent manned when VMF-321 was 
commissioned on 1 July 1946. 

Even though the Organized Marine Air Reserve Pro- 
gram actually began in 1938, it did not look like a 
ready reserve until the postwar squadrons were com- 
missioned. In an article, "Americas Insurance For Peace 
. . . Sunday Fighter Pilots," newspaper writer Don 
Eddy wrote: 

The Organized Marine Air Reserve Program originally was 
one of those things that happened too late, too little. It was 
first authorized in 1938. War struck before it really got start- 
ed. Young men who should have been trained and ready 
through this program were, instead, inducted in the mad- 
house excitement of wartime and shuffled around like 
straws. 14 

When VMF-321 was recommissioned, it kept the 
nickname "Hell's Angels," but was officially called the 

"Lake Anacostia" often formed behind Building 150, the air stations administration build- 
ing, during heavy summer thunderstorms. Here IstLt Henry N. Shadid, left, and IstLt 
Robert C. McGee enjoy a little recreational boating after one such storm in June 1947. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 

IstLt Emil Skocpol stands in front of his F4U Corsair in 
February 1949 at NAS Anacostia. The aircraft's four- 
blade d prop and apparently new tires are evident. 

Organized Marine Corps Reserve Fighting Squadron. 
The squadron was placed under NAS Anacostia's 
detachment of the Marine Air Reserve Training Com- 
mand (MARTC). 

The squadron received 14 Vought F4U Corsairs — the 
same aircraft many of the pilots had flown during the 
war. Captain Halbert J, Keller was the Reserve squa- 
drons first commanding officer. On 31 August 1946, 
Captain Samuel G, Middleman replaced Captain 
Keller. Captain Middleman began a rigorous recruit- 
ing campaign using radio and newspaper advertising. 
One such radio advertisement, broadcast by WMAL, 
Washington, D.C, on 16 September 1946, announced: 

Here's good news for ex- Marines of Washington, nearby 
Virginia, and Maryland! You are invited to participate in 
a Marine Reserve fighting squadron now being organized 
at the Naval Air Station, Anacostia, D.C. Plane captains, 
radio men, mechanics, ordnance men, and clerks are invit- 
ed to join the squadron in the ranks they held on separa- 
tion. Full pay is allowed for each meeting of the squadron. 
Meetings are now being held on Saturday afternoons. 

For further information, visit the Marine Air Detachment, 
Building No. 150, Naval Air Station Anacostia, or telephone 
FRanklin 1-4-0-0-0, extension 3-4-7. 15 

The two major Washington newspapers, the Post 
and the Star, also assisted 3 2 l's recruiting program. 
One article in a 1946 edition of the Washington Star 
headlined: "That Little Woman Stymies Angels " The 
article noted that "marriage was proving to be a stum- 

An F4U-4 Corsair ofVMF-321 is parked at NAS Anacostia. The aircraft carries the char- 
acteristic orange band around the rear fuselage identifying it as a Reserve aircraft. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 
The newly reformed Marine Air Reserve's first important exercise occurred in August 
1948 at Cherry Point. Anacostia Corsairs, with "AF" on their tails, take center stage. 

In 1949, VMF-321 gave up its F4Us for Grumman F6F Hellcats and shortly thereafter, 
Grumman F8F Bearcats. Considered by many to be the ultimate prop fighter, the powerful 
little Bearcat could be demanding to fly. Three F8Fs of VMF-321 fly over the Capitol 
area, the Tidal Basin, and various monuments in 1950. The squadron soon relinquished 
its Bearcats to the hard-pressed French in Indochina (Vietnam), and went back to F4Us. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 
Members of the squadron line up around a Grumman F8F Bearcat The aircraft's 
huge propeller and relatively short wings are evident in this 1949-era photograph. 

bling block to the 'Hell's Angels' squadron in recruit- 
ing enlisted personnel" to complete the Marine Air 
Reserve squadron's complement of 164 men. "All those 
people below the rank of staff sergeant," the story con- 
tinued, "must be unmarried in order to enter the Or- 
ganized Reserves. Married men above that rank will 
be accepted." Throughout 1947 and the first few 
months of 1948, the squadron spent its time filling 
its complement and in training activities. 

In July 1948, Marine reservists from 10 squadrons, 
including 321, met at Marine Corps Air Station Cherry 
Point, North Carolina, in the first postwar mobiliza- 
tion for the Marine Reserve. Hell's Angels pilots flew 
16 Corsairs while ground crews worked around the 
clock. The exercise was to demonstrate the capability 
of Marine Reservists in the eastern United States to 
mobilize within 24 hours. The Anacostia squadron was 
the first unit to reach its authorized strength for the 

The squadron also accumulated the most flight 
hours, barely surpassing a New York squadron. To 
make sure of their top-squadron status, 321 flew from 
Cherry Point to Cape May, New Jersey, then south to 
Washington, equalling the distance the New \brk 
squadron had to fly to return home. 

After returning from the 1948 maneuvers at Cherry 
Point, the Reservists discovered that their families were 
not covered if the Reservist was injured or killed dur- 
ing meetings. The lack of insurance benefits severely 
threatened the entire Marine Air Reserve Program. 
Congress came to the rescue by passing a bill spon- 
sored by Senator Margaret Chase Smith (R- Maine), 
The commanding officer of 321, Major John E. Downs, 

testified before the Senate Armed Services Commit- 
tee, saying that few of his pilots would take their 
15 -day summer training (Active Training Duty, or 
ATD) unless Congress provided protection for their 

On 1 April 1949, the Organized Marine Corps 
Reserve Fighting Squadron 321 was redesignated Ma- 
rine Fighter Squadron 321. VMF-321 left Anacostia for 
Cherry Point for another two-week training period. 
Thanks to the benefits bill passed by Congress, and 
to the squadron's recruiting drive, 147 personnel, in- 
cluding 27 pilots, headed for North Carolina. Each 
pilot flew an average of 16.4 flights, accumulating 30 
flight hours during the two weeks. In an indication 
of future events, Major Robert Kingsbury, the squa- 
dron commanding officer, and First Lieutenant John 
Murane were selected to begin checking out in the 
T-33A jet trainer, a two-seat variant of the Lockheed 
F-80 Shooting Star, the first American operational jet 

The Navy soon had its own T-33s, designated the 
TO-1, and later TV-1. Eventually, a modified version 
with tailhook and revised canopy appeared, the TV-2. 
No one could have foreseen that this was only the be- 
ginning of a 30-year career with VMF-321 for the Lock- 
heed trainer. The type's simple, dependable design 
allowed the two-seater to serve in a variety of duties, 
from instrument trainer to squadron hack, and even 
as an intercept bogie. 

In August 1949, VMF-321 pilots flew 202.1 hours, 
but not in their own aircraft. The Naval Air Reserve 
Training Unit (NARTU) at Anacostia had taken the 
squadron's Corsairs to provide its own pilots with air- 


craft for a two-week active duty period that included 
carrier qualifications. Meanwhile, the Marines came 
up with SNJ Texan trainers and used them for instru- 
ment training. 

To achieve a greater degree of squadron efficiency, 
and to better use personnel and line facilities, the 
squadron decided, with MARTC's approval, to begin 
meeting on two consecutive days of the month instead 
of just one Saturday afternoon. The expanded sched- 
ule began on the weekend of 24-25 September 1949, 
and established the weekend schedule that continues 
to the present day. 

During the weekend of 22-23 October 1949, in an 
effort to increase uniformity within the Reserve units 
at Anacostia, Marine Air Reserve Training Command 
ordered VMF-321 to begin transitioning to F6F Hell- 
cats. The F4Us were transferred to other Reserve bases, 

and familiarization lectures on the Hellcat were be- 
gun. By the end of October, the Marine Reserve pi- 
lots had logged 151.4 hours in their "new" aircraft. 
The F6Fs did not last long, for the Marines transitioned 
to the Grumman F8F Bearcat in late 1950. 

The F8F was the last in a long, distinguished line 
of Grumman prop fighters. Many pilots considered 
the powerful little Bearcat the ultimate in piston- 
engine-powered naval aircraft. Intended for use in the 
late stages of the Pacific war, the Bearcat never got a 
chance to fly against the Japanese, and spent most of 
its Navy service in a few fleet and Reserve squadrons. 
The type's only combat came in the mid-1950s when 
the French used F8Fs against the Communist insur- 
gents in Indochina. In fact, VMF-321 eventually gave 
up its Bearcats to the hard-pressed French, and tran- 
sitioned back to its faithful Corsairs. 



Korea: Impact and Individual Member Service 

Marine Fighter Squadron 321 was placed on "alert" 
status on 13 January 1951 because of the war in Korea, 
and was recalled to active duty on 1 March. The 
164-man squadron, under Major George H. Robert- 
shaw, began an intensive six-week training period at 
Cherry Point, and Marine Corps Air Station El Toro, 
near Los Angeles, California. Only 10 years earlier, the 
squadron had been going through the same training 
for deployment to the Pacific. 

In any event, the squadron did not go to Korea as 
a unit. Rather, it was declared an augmentation unit, 
and its members were farmed out to fill vacancies in 
the fleet. Throughout the Korean War — even with its 
personnel scattered— VMF-3 21 remained homeported 
at Anacostia with one lone Marine on duty, until the 
squadron returned. 

The 3 March 1951 edition of the Washington Daily 
News reported: 

It will be El Toro, Calif., for most, and Cherry Point, 
N.C., for some, of Hell's Angels, Marine Air Reserve Fight- 
ing Squadron 321, who have been training since March 1 
at Anacostia. 

The former weekend warriors will break up their squa- 
dron formation to become replacements for at least three 
of the 21 fighter groups in the Marine Corps. Reporting date 
is May 1. 

Brig. Gen. W[illiam] O. Brice, USMC, commander of the 
Marine Air Reserve training, following a review and inspec- 
tion at the air station yesterday, said that most of them will 
probably go overseas. 

They will be eligible to apply for release to inactive duty 
within 12 months. 

A few Hell's Angels saw heavy combat in Korea. 
Captain Warren York was killed during a night mis- 
sion when his Corsair was hit by Communist antiair- 
craft fire on 29 October 1951. According to 
eyewitnesses, his aircraft crashed near Sachon-ni. Cap- 
tain York had flown with VMF-211 during World War 
II. Captain George William Coles, another VMF-321 
pilot, was also killed in action in Korea. He failed to 
return from his 115 th mission over North Korea and 
on 20 May 1952 was listed missing in action. His sta- 
tus was changed to killed in action later in the year. 
First Lieutenant William \bungman, the squadron en- 

A member of VMF-321 walks along the Anacostia flight line which is filled with squa- 
dron AD-5N Skyraiders. The squadron retained its fighter designation until 1958. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 

LtCol Roy X Spurlock relieves Maj G. Howard Robertshaw as commanding officer of 
VMF-321 on 18 July 1951. The undermanned strength of the squadron as a result of the 
Korean War is apparent in this all- hands turnout for the ceremony at NAS Anacostia. 

gineering officer at Anacostia, also did not return from 

As the Korean War drew to a close, the statistics 
and various reports on how well the Marine Air Reser- 
vists had done began filtering back. All 30 Reserve 
squadrons had been recalled on short notice, and all 
were integrated into Fleet Marine Force squadrons. By 
May 1951, 54 percent of the officers and 32 percent 
of the enlisted men in Korea were Reservists, and 
every third air strike was flown by a Marine Air 

VMF-321 performed its 1951 active training at 
Anacostia in August. It was a good chance to get most 
of the pilots qualified in the F8F after checking out 
in SNJ. The squadron had six SNJs and three F8Fs 
available, and pilots flew 238 hours, with each pilot 
averaging 26.5 hours. 

Following Korea, Marine Reservists were released 
from active duty and VMF-321 reformed at Anacostia. 
Major Roy T. Spurlock now commanded the squadron, 

*The Naval Air Reserve's first big post-World War II test came 
also in Korea, and many Navy carrier air groups — indeed entire 
groups in some ships — included recalled Naval Air Reserve units. 
Their aircraft included both propeller- driven and jet types. Unlike 
the Vietnam War of a decade later, the American effort in Korea 
relied heavily on Reservists from every service. 

and he quickly initiated another recruiting drive as 
he later recalled: 

Having taken the personnel only, HQMC wanted to 
rebuild the squadron in situ, at NAS Anacostia, where the 
squadron designation had remained. In June 1951, 1 received 
a call from HQMC asking if I was interested in undertak- 
ing this task. On 18 July 1951, 1 assumed command of 321. 

By 1953, the recruiting efforts of all hands, and particu- 
larly of the MARTD Commanding Officers Lieutenant 
Colonels Cornell, Ringblom, and Figley, had begun to pay 
off. We also had begun to receive some of the old squadron 
personnel back from Korea to help out. 16 

After Korea VMF-321 continued flying F8F Bear- 
cats, the aircraft they had just before being recalled. 
As now retired Colonel Spurlock continued: 

We were equipped with a real hot fighter, the Grumman 
F8F-1 Bearcat, although it was something of a hydraulic night- 
mare. Shortly after our 1953 training duty, we lost these air- 
craft on a hurry-up basis to the French Air Force in 
Indo-China. Many of these planes were lost in the battle 
for Dien-Bien-Phu. The French lost that battle and the war. 
These Bearcats had 2,250-hp engines on a small, light air- 
frame, and they really gave you a boot when you shoved the 
throttle forward for takeoff. They were replaced at Anacostia 
by F4U-4 Corsairs, my old friends from my VMF-222 days 
overseas, and a Marine standby since 194 3. 17 

VMF-321 traded in its faithful Corsairs, in July 1955, 
sending them to either the disposal grounds at Nor- 


Marine Corps Historical Collection 
Junior members of the Hells Angels receive maintenance instruction for their AD-5 Sky- 
raider The joint Navy-Marines marking above the instructor's head indicates that the air- 
craft was used by both Marine and Naval Air Reservists, a common situation in the Reserves. 

Hosting visits by local schools was an important recruiting tool Local high school stu- 
dents receive a briefing from an Anacostia Marine Air Reservist beside a squadron aircraft. 

Marine Corps Historical Collection 


man, Oklahoma, or to Litchfield Park, Arizona. That 
same month, Lieutenant Colonel Edward Mont- 
gomery, the executive officer, relieved Lieutenant 
Colonel Spurlock. The replacement aircraft for the 
Corsair was the Douglas AD- 5 Skyraider, a multi-seat 
version of the powerful AD, that brought a new mis- 
sion to the Hell's Angels, as well as a new designa- 
tion; on 15 May 1958, VMF321 became Marine Attack 
Squadron (VMA) 321. 

The annual cruise was spent at Naval Air Station 
New Orleans. On 28 July 1958, Major Elie G. Trem- 
blay ditched in the Gulf of Mexico off the Mississippi 
coast while flying an AD- 5 Skyraider from Cherry 
Point to New Orleans. He credited his safe water land- 
ing and recovery to the Marine Corps training he had 
received with VMA- 3 21. 

Besides transitioning to Skyraiders, the squadron 
also began putting more emphasis on community re- 
lations. In September, a new program, Toys For Tots, 

began, and continues to the present day. The Marine 
Corps encourages the local community to contribute 
toys for area children for the Christmas season. Toys 
For Tots has been a great success and is run by various 
Marine Reserve units throughout the country. 

In March 1959, another Marine squadron, 
VMA-236, was activated by MARTD at Anacostia. 
However, this new squadron lasted only three years, 
and was deactivated in September 1962, its members 
going to VMA-321. VMA-321 spent its 1959 annual 
active duty training at Cherry Point. 

The squadron s I960 training coincided with the 
East Coast Air-Ground Exercise at Camp Lejeune, 
North Carolina, from 30 July to 13 August. The oper- 
ation consisted of an opposed field exercise by Ma- 
rine Corps Reserve air and ground units. The mission 
included seizing and consolidating areas defended by 
aggressor forces. Close air support, supplied, in part, 
by VMA-321, and helicopter support were fully em- 



Anacostia to Andrews: Props to Jets 

On 30 April 1961, Lieutenant Colonel Carol Morris, 
the commanding officer of VMA-321, received the 
Fleet Admiral Ernest J. King Memorial Trophy for the 
best Reserve squadron at Naval Air Station Anacostia. 
The engraved bowl is now on display at Naval Air Fa- 
cility Washington. Brigadier General Louis B. Robert- 
shaw, Commander, Marine Corps Reserve Training 
Command, made the presentation during the annu- 
al inspection. 

At this time, all Reserve activities at Anacostia were 
transferred to the new Naval Air Facility at Andrews 
Air Force Base, Maryland. The Department of Defense 
had actually announced the closing of Anacostia in 
April 1958 because of the growing congestion among 
the three major airfields: Anacostia, the Air Force's 
Boiling Field, and the civilian Washington National 
Airport. The Defense Department proposed moving 
activities at Anacostia and Boiling to Andrews by 1961. 
What actually spurred the closure was the TV-2. When 
one of the jet trainers landed at Anacostia, it was ap- 
parent that the station s runways were too short to ac- 
commodate jets, and could not be lengthened. Later, 
a target date of 1 June 1961 was established for the 
move to Andrews, but delayed construction schedules 
resulting from weather and design changes postponed 
the move. Meanwhile, VMA-321 continued flying from 

VMF-321 had had an early exposure to jets in 1955. 
After arriving at Cherry Point for training, Major 
Spurlock was allowed to let one pilot fly the new air- 
craft. He chose Captain John R. Price, who returned 
from his flight filled with enthusiasm. 

When the relocation to Andrews was completed on 
19 October 1961, more than 1,500,000 pounds of 
equipment, 1,465 officers and enlisted men, and 132 
aircraft had made the move. With longer runways 
available at Andrews, the squadron could now begin 
the transition to jets. By May 1962, it received the first 
of its FJ-4B Furies, and on 1 May, it was redesignated 
Marine Fighter Squadron 321. The Fury was a deriva- 
tive of the famed North American F-86 Sabre series, 
and the dash-4 model had been considerably 
redesigned for naval use. 

As the Furies entered service, beginning in May, the 
squadron spent May and June checking out in TV-2s. 
Originally, the Marine Air Reserve Training Command 

planned for Grumman F9F Panthers to replace the 
Skyraiders, and had sent the squadron's commanding 
officer, Lieutenant Colonel Carol Morris, and Captain 
Stanley Frost to 2d Marine Aircraft Wing, MCAS 
Cherry Point for initial training at VMT-1, the East 
Coast F9F training squadron. Before the course was 
finished, however, MARTC selected the Fury instead. 
But, Colonel Morris and Captain Frost finished the 
course, with Morris logging 38.6 hours in the F9F. 

In 1962, the Marine Air Reserve was organized into 
the 4th Marine Aircraft Wing (MAW) for mobiliza- 
tion purposes, and VMF-321 was declared a basic unit, 
and assigned to Marine Aircraft Group 42. VMF-321's 
annual training began in late July, with the entire 
squadron taking the opportunity to check out in the 
Fury. VMF-321 received the Marine Air Reserve Trophy 
for the outstanding Marine Air Reserve fighter squa- 
dron. Brigadier General Hugh M. Elwood, Command- 

BGen Louis B. Robertshaw, left, Commanding Gener- 
al, Marine Air Reserve, presents the Fleet Admiral Er- 
nest J. King Trophy to VMA-321 as the best of Marine 
and Naval Reserve units at N AS Anacostia to the Hell's 
Angels commanding officer, LtCol Carol W. Morris. 

Photo courtesy of the Washington Post 


Photo courtesy of Stephen Miller 
The arrival of the Lockheed TV-2 highlighted the inadequacy o/Anacostia's runways and 
the station s ability to handle jet aircraft. The Marine Air Reserve decided to move 
VMA-321, along with other Marine and Navy Reserve activities, to NAF Washington, D.C., 
a newly established tenant command on the east side of Andrews Air Force Base, south 
of the capital This Anacostia TV-2 is shown in June 1959 with white-and-red markings. 

Senior enlisted members of the squadron pose before one of their FJ-4B Furys, received 
in May 1962. Photographs of VMA-321 Furys are rare. In the front row, front left to right, 
are: MSgt James F Lore, S-3 Division; MSgt H. C. Chrishkot; MSgt Esko E. Hallila, S-l 
Division; and MSgt Robert C. Burns, Line. In the back, from left to right, are: MSgt 
John L. Hoover, Avionics; GySgt Irvin E. Sutphin, Line; GySgt Robert E. Crickenberger, 
Engineering; GySgt Paul F Pftster,Jr, Line; and GySgt Paul L Teffeau,Jr, S-l Division. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 

A number of the squadron's pilots pose in front of a FJ-4B at Andrews AFB in 1962. 
From left to right in the front row are: Maj Charles L. Mikelson, a future squadron com- 
mander, and Maj Jack Robbins, who also would command the squadron. In the back row, 
from left to right are: Capt Curtis J. Adkins; Capt Everard E. Hatch; Capt Robert D. 
Nolan; LtCol Carol W. Morris, squadron commanding officer; andLtCol Joel E. Bonner, Jr. 

ing General, 4th MAW, made the presentation on 27 
October 1963. 

When the Marines moved to Andrews from 
Anacostia, they were accompanied by the Naval Air 
Reserve. In January 1965, the Naval Air Reserve Train- 
ing Unit (NARTU) began its own transition from the 
Fury to the F8 Crusader. The military designation sys- 
tem had changed in September 1962, and the FJ-4B 
became the AF-1E, and the F8U-1E became the F-8B. 
Nine of the 18 Crusaders went to MARTD and 
VMF-321. The squadron's first flight in the Crusader 
came on 12 January 1965. 

To help those pilots who had little jet time, 
VMF-321 added two T-33B trainers. The F-8 Crusader 
gave the Marine Air Reservists a new outlook as they 
flew their supersonic fighters at speeds three times 
faster than their old F4U Corsairs. The squadron 
recorded its 1,000th hour in F-8s on 14 July 1965. 

The Hell's Angels deployed to MCAS Beaufort, 
South Carolina, from 27 July to 7 August for their 
1965 training. Flying their F-8s and T-33s, squadron 
pilots trained in air-to-air gunnery and inflight refuel- 
ing. During the two weeks, the Washington Marines 
logged 483 hours in their F-8s, and 88.8 hours in their 

On 30 October, a Marine Reservist from 321 flew 
non-stop from NAS Jacksonville, Florida, to MCAS El 
Toro, California. After participating in combined air- 
ground exercises on 7 November, VMF321 set another 
squadron record: the first non-stop overwater flight 
by the squadron. In Operation Ready One, a joint 
Navy- Marine aerial refueling exercise on 17 Novem- 
ber, four VMF-321 pilots flew their F-8s from Andrews 
to NAS Roosevelt Roads, Puerto Rico. Marine Aerial 
Refueler Transport Squadron 252 from Cherry Point 
provided inflight refueling services. 


Marine Corps Historical Collection 
A squadron F-8B and its crew prepare for a mission during the squadron s 1967 annual 
training at Roosevelt Roads, Puerto Rico. By 1970, the F-8Bs were flown almost exclusive- 
ly by Marine Air Reservists, Washington Naval Air Reservists having received other aircraft. 

An aerial view of the ramp at Andrew's Hangar 14 taken in the early 1970s shows the 
hangar then occupied by the squadron. In addition to the F-8Ks ofVMF-321, two T-33Bs 
can be seen. These trainers belonged to the squadron for proficiency and "bogey" work. 
Three C-118 transports and a station C-l are on the left. The Washington Air National 
Guard hangar is located on the far right with an ANG C-l 31 and C-l 21 just visible. 

Marine Corps Historical Collection 


Photo courtesy of Col David W. Gould 
Two F-8K Crusaders are pictured in 1973 when VMF-321 had taken the nickname "Black 
Barons." The pilot ofMG-5 is Capt Thomas J. Billison and Capt David W. Gould flies wing. 

The squadron's 1966 annual training was at Beaufort 
once again. Highlights included an aerial gunnery 
competition (Operation Fortnight). The squadron 
operated in a field environment, working from tents. 
Pilots logged 549 hours, and expended 15,000 rounds 
of 20mm ammunition. Sixteen pilots qualified in live 
Sidewinder missile firings using night flares as targets. 

Four Hell's Angels pilots set another squadron 
record on 22 April 1967, during a regular drill 
weekend, when they flew non-stop from Andrews to 
NAS Miramar, near San Diego, in six hours. Major 
William L. Golemon, Captain Charles McLeran , Cap- 
tain Everard E. Hatch, and Captain John B. Knight 
fought headwinds during the 2,107-nautical-mile 
flight which included a 45 -minute aerial refueling 
period. The Air National Guard from Milwaukee, 
Wisconsin, provided aerial refueling support with 
KC-97 tankers. The Guardsman gave more than 
32,000 pounds of fuel to the four Crusaders as they 
flew north of Kansas City, Missouri. The Crusader pi- 
lots returned to Andrews the following day, having 
flown a total of 4,849 miles. 

From 12-25 August 1967, VMF-321 performed its 
active duty training at NAS Roosevelt Roads, Puerto 
Rico, conducting training in air-to-air gunnery, close 
air support, ground controlled intercepts, and over- 
water navigation. Squadron pilots logged 532 flight 
hours and expended 12,500 rounds of ammunition. 
However, Major John A. Wilson's death in an aircraft 
mishap darkened the training period. Another tragic 
note during this period was the forced retirement of 
Major Charles Mikelson, on 30 April 1968. Major 
Mikelson had taken command of 321 on 7 Septem- 

ber 1966, but had contracted leukemia. He died on 
9 November 1968. 

The squadron performed its 1968 training at MCAS 
Yuma, Arizona, from 21 July to 3 August. Besides 
training in aerial gunnery, air-to-air missiles, air-to- 
ground rockets, close air support, and ground con- 
trolled intercepts, VMF-321 also conducted inflight 
refueling training. The squadron flew 522 hours and 
expended 2,800 rounds of 20mm ammunition, 47 
Zuni rockets, and four Sidewinder air-to-air missiles. 
The total number of flight hours for 1968 was 2,777, 
with an average of 146 hours for each pilot. 

On 17 August 1969, VMF-321 received the Pete Ross 
Aviation Safety Award, and the squadron was reas- 
signed to MAG-41. The 1969 active duty training was 
again performed at Yuma 2-16 August, with 14 F-8s. 
Air Guard KC-97 and Marine KC-130 tankers gave in- 
flight refueling training support. Pilots flew 603.8 
hours, and expended 5,211 rounds, 35 Zunis, and 11 
Sidewinders. The year's totals were 2,933-6 hours, with 
an individual pilot average of 146.7. Major Bob Hamil- 
ton was the high-time pilot with 325.1 hours for the 

VMF-321 suffered the loss of another aviator when 
Major Everard E. Hatch had a mid- air collision with 
another aircraft flown by Major Charles McLeran on 
9 March 1970 during a weekend syllabus training 
flight. Major Hatch was one of the four pilots who had 
made the squadrons first non-stop cross-country flight 
three years earlier. 

During the 1970 ATD at Yuma, a training readi- 
ness exercise was administered by the Marine Corps 
Reserve Training Detachment. The exercise consisted 


of 26 sorties which were flown over a 2 4 -hour period. 
The maneuvers were a success and helped familiarize 
squadron personnel with current operations in the 
fleet. VMF-321 logged 1,743 hours in 1970, with a pi-, 
lot average of 110. Major Charles McLeran was high- 
time pilot with 168 hours. 

The squadron had been flying the F-8L, a 
remanufactured R8B featuring underwing pylons for 
ordnance. In November 1970, the transition began to 
the F-8K, a remanufactured F-8C. The aircraft com- 
plement was increased to 19 when Naval Air Reserve 
Training Unit gave up its fighters for RF-8Gs, the 
reconnaissance version of the Crusader. 

A massive reorganization of the Naval Air Reserve 
resulted from its disappointing performance during 
the 1968 Pueblo crisis mobilization. The reorganiza- 
tion included the establishment of two Reserve carri- 
er air wings which would mobilize as complete units 
instead of the individual squadron callups which had 
characterized the Reserves. VFP-206 and VFP-306 were 
commissioned at NAF Washington and received the 
RF-8G, a remanufactured RF-8A, freeing the F-8Ls and 
Ks for use by the Marines. 

The squadron's 1971 training was at NAS Roosevelt 
Roads, with 14 F-8Ks, 16 pilots, 6 ground officers, and 
125 enlisted men. Nearly 20,000 rounds of 20mm am- 
munition, 24 Zunis, 115 2.75-inch rockets, 10 Side- 
winders, and 137 Mk. 76 practice bombs were 
expended during a total of 594 flight hours. 

The war in Vietnam had a direct and negative in- 
fluence on squadron recruiting and retention. 
VMF-321 hoped that its successful Toys For Tots pro- 
gram and increased community relations programs 
would reverse, or at least slow, the diving retention 
record. During "Transpo 72," a major airshow at Dulles 
International Airport during the 1972 Memorial Day 
Weekend, officer volunteers provided information on 
the Marine Corps Reserve Program, and the squadron 
provided an F-8K, in its striking black-and-white-stars 
markings, for static display. 

Five squadron F-8s participated in a flyover during 
a parade in Georgetown, Delaware, on 9 November. 
The executive officer, Lieutenant Colonel James C 
Boggs, Jr., narrated the flyover. Lieutenant Colonel 
Boggs assumed command of the squadron 10 days 
later, on 19 November. 



The Phantom Era 

In March 1973, the squadron was reassigned to Ma- 
rine Air Group 42. This year would also see the Hell's 
Angels say farewell to the Crusader and begin transi- 
tion to the F-4 Phantom. However, the Marine Air 
Reservists continued flying their F-8s for the first por- 
tion of 1973. On 19 April, Captain David Gould eject- 
ed from his F-8K (145560) while on his first 
cross-country flight in the Crusader. Captain Gould 
had recently transferred from NAS South Weymouth, 
Massachusetts, where he had flown A-4s with Marine 
Air Reserve Squadron VMA-322. His aircraft's 
oil /hydraulic light lit and his oil pressure gauge soon 
showed zero. He tried to reach an airfield but was 
forced to eject at 2,500 feet after his engine seized. 
Captain Gould landed in the parking lot of a major 
North Carolina electrical-power-generating plant af- 
ter avoiding high-tension wires. His aircraft came down 
in a farmer's field. 

VMF-321 participated in a flyover, on 19 May, of the 
Georgetown section of the District of Columbia, and 
on 10 June, in honor of Flag Day, five squadron pi- 
lots flew their Crusaders over Fort McHenry, Maryland, 
the birthplace of the "Star Spangled Banner." 

The squadron performed its 1973 training in Au- 
gust at MCAS Yuma, flying air-to-air gunnery train- 
ing missions, including a final gunnery competition 
for F8s. Air combat maneuver training with fleet squa- 
drons at Yuma also contributed to the busy schedule. 
Other activities included a gas chamber exercise and 

rifle range training. Nineteen non-swimmers also com- 
pleted water survival training. 

During the December drill, pilots, prospective ra- 
dar intercept officers, and maintenance personnel 
received training on the Phantom. Journalist First Class 
Russ Egnor, a reporter for the NAF Washington base 
newspaper NARTOPIX, wrote that "every effort was 
made to acquaint personnel with the new equipment 
and to stress the importance of safety in and around 
the aircraft." The Phantom officially arrived on Sun- 
day, 9 December 1973, as VMF-321 became the first 
Marine Corps Air Reserve squadron to receive the 
McDonnell Douglas fighter. 

Captain Jonathan D. Foster flew the first F-4B 
(151449) to Andrews from NAS Oceana. With the ar- 
rival of 10 Phantoms, VMF-321 was redesignated Ma- 
rine Fighter Attack Squadron (VMFA) 321. On 15 
January 1974, the squadron flew its first flight in the 
Phantom, and on 26 February, Lieutenant Colonel 
James C. Boggs, Jr., the commanding officer, complet- 
ed the first scheduled Phantom sortie by a Marine 
Corps Reservist. 

The 1974 ATD to Yuma saw the first deployment 
with Phantoms, and all 10 F-4s were ready. During 
January 1975, the squadron deployed with eight air- 
craft for another two weeks at Yuma. This training was 
also a success and confirmed the suitability of the ad- 
vanced aircraft for the Reserves. (The Naval Air Reserve 
was also transitioning to F-4s at this time.) 

While the squadron's first F-4B Phantoms bore the initial black-and-white-star dorsal 
markings, VMFA-321's nickname remained the "Black Barons!' As with most Reserve- 
squadron Phantoms, the centerline fuel tank was retained for normal operations. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 

The squadron's commanding officer, LtCol Glenn R. Hamilton, Jr., in the F-4 Phantom 
cockpit, talks with the Deputy Chief of Staff for Reserve Affairs, BGen Vincente T Blaz. 

Three squadron F-4Bs take their place on VMFA-32Ts flight line. The aircraft carry early 
markings and not the more complicated black-and-white-starred dorsal markings. 

Photo courtesy of David Horner 


Marine Corps Historical Collection 

MG-3 receives attention from squadron maintenance personnel. The aircraft carries the 
traditional black- and- white -star markings used on the earlier squadron F-8K Crusaders. 

The squadron decided to shift its normal active duty 
training period from the sweltering summer months 
to the cooler winter period. During the previous sum- 
mer schedules, 321 had to cease operations from late 
morning to mid -afternoon, resulting in disruption of 
the daily flight schedule and operational efficiency. 
Squadron morale also benefitted from the schedule 

In June 1975, five VMFA-321 Phantoms conducted 
dissimilar air combat training (DACT) with VMF-351 
from Marine Corps Reserve Training Detachment At- 
lanta, which still flew Crusaders. In July, the Hell's 
Angels participated in a combined week-long exercise 
called "Silver Shadow." The exercise included 32Ts sis- 
ter air control squadron, MACS-24, and air elements 
from other East Coast 4th MAW units. In the same 
month, VMFA-321 and VMF(AW)-112, the Dallas Ma- 
rine Air Reserve squadron, still equipped with F-8s, 
participated in DACT, staging from Cherry Point. 

VMFA-321 was involved in exercises throughout this 
period. In September, a detachment of U.S. Air Force 
F-106s from the 47th Fighter Interceptor Squadron 
(FIS) at Griffis AFB visited Andrews for 10 days of 
training. In October, AV-8A Harriers from VMA-542 
at Cherry Point arrived, while four VMFA-321 aircraft 
deployed to NAS New Orleans to fly with the F-106s 
of the 86th FIS from Sawyer AFB, Michigan. 

In November, in addition to beginning the annual 
Toys For Tots campaign, 321 conducted two days of 
Field Mirror Landing Practice and Short Airfield for 
Tactical Support qualifications at Marine Corps Aux- 

iliary Landing Field Bogue, North Carolina, near Cher- 
ry Point. The squadron also sent a detachment to NAS 
Jacksonville, Florida, for more DACT with AV-8As 
from VMAT-203, the Harrier training squadron at 
Cherry Point. 

With the busy year nearly over, VMFA-321 requali- 
fied in inflight refueling with KC-130s from Marine 
Aerial Refueler Transport Squadron 234, a Marine Air 
Reserve squadron from NAS Glenview, Illinois, in an- 
ticipation of the upcoming ATD in Yuma in January 
1976. Lieutenant Colonel Charles S. McLeran, one of 
the Crusader veterans, and now commanding officer 
of the squadron summarized the accomplishments for 

The [squadron's] performance has proven the capability 
of the Reserve components to supplement the regular forces 
with an advanced weapons system. Maximum emphasis has 
been placed on mission-oriented flights and military occupa- 
tional specialty training." 18 

In late June 1976, VMFA-321 became the first Ma- 
rine Air Reserve Phantom squadron to fire a Side- 
winder air-to-air missile, with VC-12, a Naval Air 
Reserve utility squadron from NAS Oceana, provid- 
ing target services. 

From 5-9 April, VMFA-321 deployed to the Air 
Force Defense Weapons Center at Tyndall Air Force 
Base (AFB) in Florida, to participate in a training ex- 
ercise in air superiority tactics codenamed "College 
Dart." The 49th FIS's F-106 provided adversary aircraft 
for over 55 DACT sorties. The Washington Marine 
Reservists received a special letter of commendation 


Marine Corps Historical Collection 

A rare view of a squadron black- nosed F4B Phantom flying alongside a Canadian CF-5. 
Marine Corps Air Reservists frequently exchanged visits with Canadian squadrons. 

from the Commandant of the Marine Corps for this 
highly successful exercise. 

For the Armed Forces Day observance on 10 July, 
VMFA-321 provided an F-4 for a flyover of Hagerstown, 
Maryland, and one week later, the squadron traveled 
to Canadian Forces Base Bagotville, Quebec, Canada, 
to participate in Exercise Freedom Fighter. This exer- 
cise involved DACT with Canadian CF-5s. 

In January 1977, 321 joined its Dallas sister squa- 
dron, VMFA-112, for a Sparrow missile shoot at NAS 
Point Mugu, California. This missile shoot, combined 
with an extensive dissimilar air combat training pro- 
gram with Canadian CF-5s, and Marine A-4s, high- 
lighted an overall successful ATD. 

One week after the successful missile shoot, 12 Hell's 
Angels crews went to Nellis AFB, Nevada, to partici- 
pate in the Air Force's Red Flag 77-4, a highly suc- 
cessful series of exercises and scenarios that closely 
simulated combat conditions. The Marine Reserve F-4 
crews flew in both escort and aggressor roles. As the 
squadron's reputation for going anywhere to provide 
DACT grew, requests began to come in for VMFA-321 
crews to visit other squadrons and bases. 

During two weekends in April 1977, F-lOOs from the 
Connecticut Air National Guard's 103rd Tactical Fight- 
er Group visited Andrews. The Marine Reserve F-4s 
provided aggressor aircraft for the Guard's fighter- 
bombers, enabling 10 F-100 pilots to qualify in basic 
defense. During the same month, VMFA-321 began 
the first in a series of joint training exercises with the 

Members of the squadron s ground crew adjust a Phan- 
tom's triple ejector rack before a training mission. 

Marine Corps Historical Collection 


Marine Corps Historical Collection 

A North American F-100 Super Sabre of the Connecticut Air National Guard visits 
VMFA-321, which provided adversary services for many different squadrons. Although the 
F-lOOs were at the end of their careers, their pilots still benefitted from maneuver training. 

1st Tactical Fighter Wing's F-15s. Six aircrews and 13 
maintenance personnel deployed to Langley AFB, Vir- 
ginia, to participate in a variety of DACT sorties. 
VMFA-321's Phantoms enjoyed a particularly high level 
of success against the F-15, the Air Force's newest fight- 
er. The Marines also learned about fighting an adver- 
sary with higher thrust, lower wing-loading, and a 
superior weapons system. 

June saw the establishment of Detachment A, 
Headquarters and Maintenance Squadron 41. Thirty 
active duty Marines from Marine Corps Reserve Train- 
ing Detachment and 32 Marine Reservists from 
VMFA-321 were transferred to the new detachment, 
with Major Michael Fiorillo, Jr., as officer-in-charge. 
The unit's mission was to provide Intermediate Main- 
tenance Aviation support for VMFA-321* 

* Later, in April 1982, H&MS-41 also took over the Marine Air- 
craft Support Detachment which had operated various aircraft at 
NAF Washington since 1966 to support the needs of the Headquart- 
ers Marine Corps staff. The newly augmented detachment flew the 
Beechcraft UC-12B, the military version of the civilian B-200 Su- 
per King Air. 

In mid-July, five aircrews and 27 maintenance per- 
sonnel went to Point Mugu for another missile shoot. 
This deployment was particularly challenging because 
several aircrews were able to fire AIM-9G Sidewinders 
at maneuvering targets. In all, three AIM-7E Sparrows, 
and six AIM-9G Sidewinders were fired. 

August 1977 was a hectic month with VMFA-321 
flying every weekend, and occasionally throughout the 
entire week. From 15-19 August, the squadron 
deployed eight aircraft and 14 maintenance person- 
nel to Griffis Air Force Base, New York, for DACT 
against the 49th Fighter Intercepter Squadron F-106s. 
From 23-26 August, four aircrews, and three main- 
tenance personnel, deployed to the Air National 
Guard base at Alpena, Michigan, for exercises against 
the F-lOOs of the 180th Tactical Fighter Group, Michi- 
gan Air National Guard. 

Finally, from 28 August to 9 September, VMFA-321 
provided four aircrews and two Phantoms to augment 
VMFA-112 at Dallas during that squadron's participa- 
tion in exercise "College Dart" at Tyndall AFB. For the 


remainder of the year, DACT sorties were flown peri- 
odically against Langley F-15s. 

VMFA-321 closed out 1977 as one of the premier 
fighter squadrons in the Marine Corps. The exercises 
had become more realistic and demanding, while the 
Marine Air Reservists performed beyond expectations. 

In January 1978, Marine Corps Reserve Training 
Detachment and VMFA-321 deployed 17 aircrews, six 
aircraft, and 39 regular and Reserve maintenance per- 
sonnel to NAS Key West, Florida, to participate in 
fighter weapons, fighter intercept, inflight refueling, 
ground attack, and escort training missions with the 
"Gators" of VMA-142, another Marine Air Reserve 
squadron, from MARTD Jacksonville, flying A-4s. The 
NAS Oceana fleet aggressor squadron, VF-43, provided 
opposition aircraft, F-5s, T-38s, and A-4s. KC-130s 
from VMGR-234 provided inflight refueling services. 
VMFA-321 flew % sorties during this pre-Red Flag 
proficiency buildup. 

The highlight of the year came when VMFA-321 
went to Nellis in March for a three-week deployment 
to Red Flag. During the week prior to the departure 
for Nellis, the squadron's aircrews flew 66 hours while 
completing 38 multi-plane sorties against Air Force 
aggressor aircraft— F 5s from the 64th and 65th Fighter 
Weapons Squadron. Missions included 27 low-level in- 
gress/egress pop-up ground attack sorties controlled 
by Marine OV-lOs from El Toro. The main body of the 
squadron arrived at Nellis on 19 March. 

For the next two weeks, fighter escort and area 
defense missions at desert-floor altitudes and maxi- 
mum speed challenged the squadron aircrews who flew 
130 sorties, logging 192 hours. Adverse weather, tanker 
aborts, and airborne flight lead changes, dramatical- 

ly contributed to the realism of the exercises. Daily 
video-taped debriefs, followed by the random selec- 
tion of aircrewmen who were "shot down" for the 
Search and Rescue portion, resulted in a noticeable 
improvement in technical and tactical use during the 
two-week period. 

In April, VMFA-321 flew in a joint exercise with Ma- 
rine Air Reserve pilots from VMA-131, MARTD Wil- 
low Grove, Pennsylvania. Later in the month, the 
Washington reservists provided close air support dur- 
ing Operation Pledge Keeper, a major air-sea-land 
joint-service assault at Rehobeth Beach, Delaware. In 
May, VMFA-321 sent six aircrews and three Phantoms 
to Pease AFB, New Hampshire, to provide support to 
the A-4 pilots of VMA-322, Reserve Training Detach- 
ment, South Weymouth, Massachusetts. 

June included 45 sorties in support of the Langley 
F-15 squadrons, and a mini-College Dart exercise dur- 
ing which the Marine reservists logged 18 flight hours. 

Two VMFA-321 aircraft deployed to K. I. Sawyer 
AFB to support the 87th Fighter Intercepter Squa- 
dron's training activities, as well as to Langley to sup- 
port the 1st Tactical Fighter Wing in the Air Force s 
Operation Sea Hawk. During November 1978, 
VMFA-321 flew against Langley F-15s on two exercises. 
At Key West, the Marines flew against the Jacksonville 
A-4s, amassing 24 sorties and 34 flight hours. Inflight 
refueling and bombing missions were also conducted. 

VMFA-321 had the last F-4B in naval service, num- 
ber 152217. It made its last flight in early 1978 from 
Andrews to the Naval Air Rework Facility at NAS 
North Island, where it was converted to an F-4N. The 
Navy had previously begun a program called Project 

BeeLine to modify and update the remaining F-4Bs. 

Two F-4Ns show the color scheme derived during the Bicentennial in 1976. The cerulean 
blue tail, white stars, and red devil 's pitchfork remained for three years until Navy policy 
required adoption of low- visibility gray coloring and reduced use of individual markings. 

Marine Corps Historical Collection 


Designated F-4Ns, these early Phantoms' modifica- 
tions included the AIMS system, data link, enchanced 
aironics, and structural strengthening to extend the 
airframe fatigue life. 

The squadron traveled to MCAS Yuma in January 
for its 1979 training. Aircrews flew 134 sorties, includ- 
ing air-to-air and air-to-ground missions. Dissimilar 
air combat training was conducted against aircraft from 
VC-13, VMAT-102, VMA-231, and Canadian F-5s. Dur- 
ing this ATD, the squadron expended 65,000 pounds 
of ordnance. Immediately following the Yuma ATD, 
eight F-4s and ten aircrews went to Nellis for Red Flag 
79-3, where they flew 80 sorties and 130.5 flight hours. 

An Inspector General visit took most of March, but 
April found the squadron heavily involved once again 
in flying. Thirty sorties were flown against the 27th 
Tactical Fighter Squadron from Langley, with 23 sor- 
ties involving electronic countermeasure support by 
Marine Tactical Electronic Warfare Squadron 2 EA-6Bs. 
July included a missile exercise, with 21 sorties and 
the firing of five AIM- 7 Sparrows and four AIM- 9 Side- 

July also saw one of the worst mishaps in recent Ma- 
rine Air Reserve history when two VMFA-321 F-4Ns 
collided near Twentynine Palms, California. The four 
aircrewmen ejected safely. Besides the routine close air 
support mission, the wingman, the commanding 
officer of the MARTD at Andrews, was also tasked with 
flying a Time-Life photographer in the rear seat. The 
mission had been cleared through Headquarters Ma- 

rine Corps and the photographer had flown in many 
high-performance jets. Arriving only an hour before 
the flight, but after the main crew brief, he received 
a quick, individual brief. He also had a mixed assort- 
ment of Navy and Air Force flight equipment, and 
non-steel-toed flight boots. 

After the mission portion of the flight, while the 
two Phantoms flew in loose formation, the pho- 
tographer asked his pilot to make a canopy roll over 
the lead F-4 so that he could photograph the Marine 
aircraft against the desert floor. The pilot complied, 
beginning this impromptu, unbriefed maneuver at 
17,000 feet. However, half-way through the roll, his 
aircraft brushed the second jet, sending both F-4s into 
uncontrollable spins. All four crewmen ejected and 
their aircraft were destroyed on impact with the 

The mishap generated discussion, especially the 
ramifications of performing unbriefed, dangerous 
maneuvers, even by an experienced pilot. Procedures 
for flying civilians were also reconsidered. 

One interesting note concerned the Radar Intercept 
Officers (RIO) of the lead aircraft, CWO-4 Robert A. 
Waltzer, a combat-experienced crewman with 3,000 
hours in the Phantom. After ejecting from his strick- 
en aircraft, CWO-4 Waltzer, a skydiving enthusiast, 
used his chute's four-line release to steer clear of ob- 
stacles, one of the first times this new method of con- 
trol had been used during an actual descent. 



The 1980s and Beyond 

Part of the squadron's 1980 annual training at 
Yuma, from 25 February to 15 March, included par- 
ticipation in air-to-air exercises which were part of the 
annual Naval Reserve Fighter Derby. VC-13, the Naval 
Reserve A- 4 squadron at NAS Miramar, simulated ag- 
gressor aircraft. 

During the 1976 Bicentennial festivities, U.S. mili- 
tary aircraft displayed a large variety of appropriate 
color schemes and markings. VMFA-321's Phantoms 
were no exception, sporting striking cerulean blue ver- 
tical tails and dorsal spines with white stars. The com- 
plicated markings lingered long after the Bicentennial, 
but by 1980, the squadron's aircraft had been repaint- 
ed in low-visibility grays and gray- blues. The greatly 
subdued schemes were part of a program to reduce 
the ease with which an adversary could see the brighdy 
painted Navy and Marine aircraft. 

Major Martin Plummet, now the commanding 
officer, said, "Even though painting aircraft reflects 
each squadron's individuality, the gray is the least visi- 
ble for ACM [air combat maneuver). The Bicentenni- 
al colors are gone, and it's back to a professional 
showing all around." The squadron flew to NAS 
Oceana in May to participate in an ACM exercise, then 
to Eglin AFB, Florida, for more ACM training against 

On 20 January 1981, VMFA-321 lost F-4N MG-10 
(BuNo 153036) following a weapons-delivery training 
mission at Yuma. Now-Lieutenant Colonel Plummer, 

and his radio officer, Lieutenant Colonel John A. Mar- 
shall, ejected after they lost control of their aircraft 
during their landing approach to Yuma. The F-4 sus- 
tained extensive damage when the Mk. 82 bomb they 
had released exploded under the aircraft during the 
delivery dive. Damage included the Phantom's utili- 
ty hydraulic system and the loss of an engine. Lieu- 
tenant Colonel Plummer followed his RIO's ejection, 
but his seat's trajectory was parallel to the ground. His 
chute barely opened before he hit the surface, for- 
tunately without sustaining injuries. 

At one point, faulty bomb fuzing was thought to 
be the cause of the mishap. Electrical fuzing had been 
a problem in Vietnam, and the squadron stopped us- 
ing electrical fuzes and retarded-opening bomb fins 
for the rest of the training. The characteristic Snake - 
eye fins were considered as possible culprits. They may 
have simply separated from the bomb, causing it to 
explode beneath the aircraft as the F-4 flew over the 

Lieutenant Colonel Michael McGuirk, another long- 
time member of the squadron, relieved Lieutenant 
Colonel Plummer on 22 February. Lieutenant Colonel 
McGuirk's brother, Pete, was also a Marine aviator, and 
a one-time member of VMF-321, having flown F-8s 
in Vietnam, as well as at Andrews. 

In June 1981, following depot maintenance (major 
overhaul) by Hayes International, a civilian contactor 

in Birmingham, Alabama, the wings of one of the 

A squadron F-4N Phantom carries the transitional reduced-visibility markings of the early 
1980s. The pilot and RIO are going through pre-start checks before a training mission. 

Marine Corps Historical Collection 


Photo courtesy of Col David W. Gould 
Echoing the 1945 wartime photograph taken on the Barnes* flight deck, the Hell's An- 
gels pose for a photograph on the squadron's 40 th anniversary in 1983. LtCol David W. 
Gould, the squadron's commanding officer, is seated fourth from left in the front row. 

Flying over Maryland's Chesapeake Bay shoreline, two Reserve F-4N Phantoms show the 
changing color schemes as the Navy and Marines went to a low -visibility marking 

Marine Corps Historical Collection 


Photo courtesy of McDonnell-Douglas 
LtCol James McGovern receives his F-4 1,000-hour cer- 
tificate from McDonnell-Douglas' Charlie Payne, At 
the time, LtCol McGovern, a Naval Academy gradu- 
ate and former naval aviator, was an undersecretary 
of the Air Force. He later would become Secretary, 

squadron's aging aircraft needed to be x-rayed. Squa- 
dron personnel conducting acceptance checks on one 
of the returned F-4Ns discovered a crack "big enough 
to slip a quarter through" in the aircraft's main wing 
spar. A check of the government contract revealed that 
Hayes did not have to inspect this portion of the F-4s, 
and, thus, was not responsible for repairing this area 
of the wing. All F-4Ns overhauled in this way needed 
x-ray inspections. Recertification of the squadron's air- 
craft required six months. 

The F-4Ns were, it should be remembered, old F-4Bs 
with many cycles — takeoffs and landings. Each squa- 
dron Phantom had to undergo a wing-spar x-ray in- 
spection with interim flight stress limita- 
tions—basically 4-G flight — restricting air combat 
maneuver training. Training emphasis shifted from the 
high-stress ACM environment to interception and 
ground attack. 

From 13-26 February 1983, VMFA-321 and 
H&MS-41 operated from NAS Key West, serving as 
aggressors to various fleet and Reserve squadrons, in- 
cluding VF-101, VC-12, and VA-45. Taking command 
of the squadron during its annual training, Lieutenant 
Colonel David W. Gould commented: "The pace was 
quick, requiring crews to work around the clock to 
keep the birds ready. This operation helped our peo- 
ple experience the strain they can expect if called to 
combat. . . . The F-l4s have more advanced systems 
than our F-4s, but the experience of our flight crews 
made up for any disadvantages." 19 

A second ATD at Yuma quickly followed from 11-26 

March. The Washington Marine Reservists joined 86 
active duty Marines for the deployment. VMFA-321 
established a 97 percent sortie rate, dropping 133,500 
pounds of ordnance, a record for the Hell's Angels. 
These back-to-back ATDs, along with other deploy- 
ments, initiated what the squadron called a "Det 

On 2-3 November 1983, VMFA-321 members par- 
ticipated in a 208-mile Marine Corps Birthday Run. 
The athletic event was also meant to be a tribute to 
the Marines who had died in the Beirut barracks ter- 
rorist bombing only two weeks before. Continuing its 
community relations program, the squadron also sup- 
ported the Toys For Tots program which was then in 
its 42nd year. In 1983, VMFA-321 also conducted var- 
ious squadron training schedules, including several ex- 
ercises at Yuma and Miramar, and involving such 
regular "consumers" as the Air Force F-15 squadrons 
at Langley AFB. 

During this time, VMFA-321 was part of a "Reserve 
command enhanced-responsibility experiment" de- 
vised by the Commanding General, 4th MAW, in New 
Orleans, the headquarters for Marine Reserve activi- 
ties. (The Naval Reserve is also headquartered in New 
Orleans.) In February 1983, the Commanding Gener- 
al, 4th MAW, transferred aircraft custodial responsi- 
bility from several MAG/ MAG Det units to the actual 
Reserve squadrons. However, not all 4th MAW squa- 
drons were involved with this experiment. While the 
Naval Reserve uses Reservists on active duty — the TARs 
(Training and Administration Reservists) — the Marines 
use regular personnel to manage and administer the 
Reserve program for the Corps, 

Lieutenant Colonel Gould, now the commanding 
officer of VMFA-321, saw an opportunity to implement 
the "Total Force Concept" of the Department of 
Defense through this experiment. He commented: 

I felt that the most efficient way to effect this change would 
be to fully integrate all active duty and reserve personnel 
within our mobilization table of organization and function 
at all times within this structure. 

For example, the squadron executive officer was the ac- 
tive duty site commander; the aviation safety officer and the 
maintenance officer were both active duty members. Con- 
tinuity, efficiency, and morale improved noticeably. All as- 
signed Marines, whether regular or reserve, wore the 
squadron insignia. VMFA-321 functioned in this manner un- 
der the new 4th MAW Commanding General until reserve 
squadron commander authority [fitness reporting and UCMJ 
Article 15 pertaining to active duty personnel] and legality 
surrounding JAG investigation convening authority surfaced 
as impediments to this command relationship. This, in ef- 
fect, was responsibility without appropriate authority. 

The Marine Corps Manual specifically limits a reserve 


officer's authority in certain duty situations. Aircraft custo- 
dy reverted to the traditional group detachment /squadron 
structure. 20 

During 1984, three lieutenant colonels were allowed 
to remain on flying status with VMFA-321, although 
assigned to H&MS-41. One of these 0-5s was Larry 
Richard, one of only three Marine Vietnam MiG 
killers. On 12 August 1972, then-Captain Richard 
teamed with Navy Lieutenant Commander Mike Et- 
tel when both were on exchange duty with the Air 
Force. The two naval aviators flew an F-4E of the 58th 
Tactical Fighter Squadron and destroyed a North Viet- 
namese MiG-21 with an AIM-7 Sparrow air-to-air 

In recognition of its accomplishments, the squadron 
received the Marine Air Reserve Trophy (Herman- 
Ridder Award) as the top fixed-wing squadron in the 
4th Marine Aircraft Wing in 1984. Besides beginning 
the transition to another aircraft, VMFA-321 had par- 
ticipated in, or hosted, several different exercises, rang- 
ing from week-long visits to Air Force and Navy bases 
around the country to at-home periods with visiting 
Air Force and Marine squadrons. In May, EA-6Bs from 
VMAQ-4, NAS Whidbey, visited Andrews to refine 
intercept, and radar and communications jamming 

The June ATD at Twentynine Palms emphasized 
training for the Marine Air-Ground Task Force Oper- 
ation, CAX 8-84. This exercise included high-threat 
close air support, and high-threat, deep-penetration 
strike missions. The squadron Phantoms flew in both 
fighter and attack roles, dropping live ordnance, cou- 
pled with intensive aerial refueling. A second ATD 
at Andrews and Cherry Point in August supported 
another exercise, ResMabEx-84, and was flown in com- 
pany with VMFA-112 from Dallas. 

VMFA-321 transitioned to the F-4S in late 1984, ob- 
taining some planes from VF-301 at NAS Miramar. 
The four Naval Air Reserve fighter squadrons— VF-2 01 
and VF-202 (NAS Dallas), and VF301 and VF-302 
(NAS Miramar)— were preparing to transition to the 
F-14A Tomcat. The F-4S was a reworked F-4J featuring 
leading edge slats and smokeless GE J79-10 engines. 
The wide plumes of smoke of earlier J79s had been 
an unfortunate trademark of the F-4 series and in Viet- 
nam were cause for concern, especially during missions 
that were expecting to encounter MiGs or heavy an- 
tiaircraft fire. VMFA-321, in turn, sent some of its 
F-4Ns to two Navy fleet squadrons on the Midway 
(CV-41). The F-4S's higher approach speed made it un- 
suitable for a smaller carrier. 

During a training mission in 1989, a VMFA-321 F-4S is refueled in flight by an Air Force KC-10. 

Photo courtesy of SSgt Al Reed, USMC 


Two F-4S Phantoms from VMFA-321 head 

The new model Phantom presented two challenges 
to the Hell's Angels: keeping the older F-4Ns in a 
mission-ready status throughout the transition, and 
ensuring a smooth transition to the F-4S. The squa- 
dron decided to emphasize air-to-air training because 
the pilots and RIOs would learn the F-4S' systems more 
quickly in that environment. An aggressive training 
program was established with two DACT detachments, 
one going to Oceana in September with four aircraft, 
and the second visiting Miramar in November with 
six aircraft. Coinciden tally, the last F-4N in 321 retired 
on 30 November. 

Lieutenant Colonel Gould, who had flown Phan- 
toms in Vietnam with VMFA-314 and VMFA-122, 
remembered the first time he saw the F-4S in action: 

Our crews were scheduled for a 1 v 1 [F-4N vs F-4S] ACM 
sortie as part of the transition syllabus. The improved per- 
formance of the F-4S was immediately apparent. I flew 
against Major Tom Nicholson, who had prior F-4S time. I 
was impressed as I watched him convert his position from 
defensive to offensive, with my aircraft at his 6 o'clock in- 
side one-half mile. He took his F-4S through a loop begin- 
ning at 300 knots. I'd seen this maneuver before by 
low-wingloaded aircraft like the A-4, but not with such a 
high-wingloaded type as the F-4. 21 

As VMFA-321 completed its transition to the F-4S 
in 1985, it also flew the impressive number of 3,109 
flight hours for that year, 110 percent of the original- 
ly scheduled program, and a 28 percent increase over 
1984's total. One reason for the increased flight time 
was the large number of exercises and training mis- 
sions with other squadrons, reflecting the Hell's An- 
gels' commitment to ACM training. 

Lieutenant Colonel Don Jackson relieved Lieutenant 
Colonel Gould in January. Lieutenant Colonel Jack- 

Photo courtesy of Don Linn 

it on yet another training mission in 1989. 

son was the first Naval Flight Officer to command the 
Hell's Angels. 

From 13-30 March, the squadron deployed to Nel- 
lis Air Force Base, Nevada, to participate in Green Flag 
85-3- The Hell's Angels provided the majority of aer- 
ial opposition as they flew against sophisticated elec- 
tronic countermeasure platforms and the full spectrum 
of surface-to-air threats on the Tonopah range. 

Hurricane Juan put a damper on the squadron's visit 
to Tyndall AFB in October. Along with other Marine 
Air Reserve squadrons, VMFA-321 was supposed to 
participate in the Joint Chiefs of Staff exercise, Bold 
Eagle-86. Trips to the Canadian fighter base at Cold 
Lake, as well as regular ACM and inflight refueling 
training missions, combined to raise the flight hour 
total by the end of the year. 

VMFA-321 maintained the high operational tem- 
po in 1986 and 1987 by flying 2,917 hours and 2,944 
hours, respectively. The squadron also participated in 
the regular series of exercises and visits with neigh- 
boring Navy, Marine, and Air Force squadrons across 
the country. Detachments visited NAS New Orleans 
in February, Nellis in March (where the F-4Ss flew 
against a wide variety of Navy and Air Force aircraft, 
as well as Royal Air Force Tornados), Oceana in May, 
and NAS Point Mugu, in addition to the regular train- 
ing at Yuma. 

On 15 January 1988, six squadron aircraft partici- 
pated in a ''Missing Man" formation flyover during the 
funeral at Arlington National Cemetery for Colonel 
Gregory "Pappy" Boyington, who died on 11 January. 
Boyington was one of the highest-scoring Marine aces 
of World War II. VMFA-321 also participated in Green 
Flag 88-3, a five-plane mini-det to Bagotville, Cana- 
da, and a two-week ATD in July to Roosevelt Roads. 
During the training period, 321 flew 132 sorties, ac- 


cumulated 138.0 hours, and conducted a night missile- 
firing exercise. During 1989, VMFA-321 continued its 
high tempo operation with several deployments to 
Yuma, Fallon, Nellis, Oceana, and Canadian Forces 
Base Bagotville, Canada. 

From its first action-filled days in the Pacific dur- 
ing World War II, through its transition from props 
to jets in the 1950s and 1960s, VMFA-321 established 
itself as one of the Marine Corps' finest fighter squa- 

drons. VMFA-321 is a model for that unique brand 
of citizens, the Reservists, who serve double-duty as 
members of their individual communities, and as a 
redoubtable force of highly trained soldiers, ready for 
recall whenever their country needs them. 

In the decade of the 1990s, featuring transition to 
the F/A-18 Hornet, the Hell's Angels have nearly 50 
years of history to call upon as they perform their 
demanding and rewarding tasks. 




All items listed as contents of the VMFA-321 Com- 
ment File are available in the Reference Section, Ma- 
rine Corps Historical Center, Washington, D.C. 

1. Col Gordon H. Knott ltr to author, dtd l4Apr80 
(VMFA-321 Comment File). 

2. Ibid. 

3. LtCol Robert Keim ltr to author, dtd 3Jun80 
(VMFA-321 Comment File). 

4. Ibid. 

5. VMF-321 War Diary, Nov43. 

6. VMF-321 War Diary, Dec43. 

7. VMF-321 War Diary, Jan44. 

8. LtCol Robert Keim ltr to author, dtd 3Jun80 
(VMFA-321 Comment File). 

9. Ibid. 

10. USMC news release, 28Dec43. 

11. USMC news release, 28Jan44. 

12. Maj Justin Miller, Jr. ltr to author, dtd 6May80 
(VMFA-321 Comment File). 

13. Puget Sound (CVE-113) news release, 28Jan46. 


14. Newspaper article, origin and date unknown, by 
Don Eddy, titled "America's Insurance For Peace . . . 
Sunday Fighter Pilots." 

15. WMAL radio public service announcement, 

16. Col Roy Spurlock (CO, VMF-321, 18Jul51 to 
31Jul55) personal ltr, 3lDec79. 

17. Ibid. 


18. VMFA-321 Command Chronology, 1975. 

19. Article in Continental Marine, March-April 1983. 

20. Col David Gould ltr to author, dtd 90ct89 
(VMFA-321 Comment File). 


21. Col David Gould ltr to author, dtd 23Sep89 
(VMFA-321 Comment File). 


Appendix A 


lFeb43 Activated as Marine Fighting Squadron 321, Marine Aircraft Group 31, 
3d Marine Aircraft Wing, Fleet Marine Force, at Marine Corps Air Sta- 
tion, Cherry Point, North Carolina. 
19May43 Moved to Oak Grove Field, Polloksville, North Carolina. 
lAug43 Assigned to MAG-31, 3d MAW. 
lSep43 Departed to the West Coast with MAG-31. 
9Sep43 Arrived San Diego. Assigned to Marine Fleet Air, West Coast. 
30Sep43 Departed the U.S. on the Nassau (CVHE-16) and USAT Pueblo for Pago 
Pago, Samoa. 

60ct43 Arrived American Samoa. Assigned to 4th Marine Air Base Defense 
Wing, FMF. 

15Nov43 Embarked on the Pocomoke (AV-9) and assigned to MAG-12, 2d MAW, 

20Nov43 Arrived Efate, New Hebrides. 
24Mar44 Assigned to MAG-21, 2d MAW, FMF 
4Jun44 Assigned to MAG-21, 4th MABDW. 

23jun44 Embarked on FS John Isaacson. Moved to Espiritu Santo awaiting orders. 
4Aug44 Moved to Guam on board the Kwajalein (CVU-98) and USAT Sea 

10Nov44 4th MABDW, FMF redesignated 4th MAW, FMF. 
17Dec44 Moved to Rota, Pagan Island. Began movement back to U.S. 
4Jan45 Arrived San Diego. 

9Jan45 Assigned to Marine Air Support Group 51, Marine Fleet Air, West Coast. 

I7jul45 Embarked on the Puget Sound (CVE-113) for training. 
15Sep45 Assigned to Marine Air Support Group 44, 3d MAW 

I0ct45 Embarked on the Puget Sound for Japan. 
28Jan46 Decommissioned. 
Ijul46 Reactivated as Marine Fighting Squadron 321, Marine Air Detachment, 
NAS Anacostia, DC. 

lApr49 Redesignated as Marine Fighter Squadron 321. 
15May58 Redesignated Marine Attack Squadron 321. 
190ct6l Relocated to Naval Air Facility Washington, DC, Andrews AFB. 

lMay62 Redesignated Marine Fighter Squadron 321. 
12Jan65 First flight in F-8B Crusader by VMF-321. 

lFeb65 Assigned to MAG-42, 4th MAW. 

lMar69 Assigned to MAG-41, 4th MAW. 

lMar73 Assigned to MAG-42, 4th MAW. 

9Dec73 Redesignated Marine Fighter Attack Squadron 321. 
26Feb74 First scheduled F-4B flight by VMFA-321 Reservist. 

10ct79 VMFA-321 assigned to MAG-41, 4th MAW 

2Jun80 Assigned to MAG-41, Det A. 

Jun81 After inspection revealed that squadron aircraft might have cracks in 
their wings, all VMFA-321 F4Ns were limited to 4-G flight and 100-hour 

30Nov84 Last F-4N retires from VMFA-321. 

Dec85 Completing transition to the F-4S, VMFA-321 completes an annual to- 
tal of 3,109 flight hours, a 28 percent increase over 1984's total of 2,248. 


Appendix B 

Commanding Officers 

Maj Gordon H. Knott lFeb43-28Sep43 

Maj Edmund P. Overend 29Sep43-30Sep44 

Maj Justin M. Miller, Jr 10Oct44-21Mar45 

Maj William P. Boland, Jr 22Mar45-l4Sep45 

Maj Darrell D. Irwin 15Sep45-28Jan46 

Capt HalbertJ. Keller lJul46-3lAug46 

Capt Samuel G. Middleman lSep46-9Apr48 

Maj John E. Downs 10Apr48-21Mar49 

Maj Robert T. Kingsbury III 22Mar49-18Oct50 

Maj George H. Robertshaw 28Oct50-18jul51 

LtCol Roy T. Spurlock 19Jul51-31Jul55 

LtCol Edward C. Montgomery lAug55-3lOct56 

LtColJ. Hunter Reinburg lNov56-2lSep58 

LtCol Thomas W. Furlow 22Sep5847Sep60 

LtCol Carol W. Morris 18Sep60-l6Mar64 

LtCol Jack W. Robbins 17Mar64-6Sep66 

Maj Charles L. Mikelson 7Sep66-30Apr68 

Maj Charles E. Schwob lMay68-8Dec68 

LtCol Bobby C. Goodman 9Dec68-12Dec70 

LtCol Francis P. Frola 13Dec70-18Nov72 

LtCol James C. Boggs, Jr 19Nov72-25Aug74 

LtCol Charles S. McLeran 26Aug74-20Nov76 

LtCol Glenn R. Hamilton, Jr. 21Nov76-3Mar79 

LtCol Martin E. Plummer 4Mar79-22Feb81 

LtCol Michael McGuirk 23Feb81-26Feb83 

LtCol David W. Gould 27Feb83-6Jan85 

LtCol Dennis D.Jackson 7jan85-27jul86 

LtCol Edward T. Timperlake 28jul86-22Mar87 

LtCol Nicholas Roman 23Mar87-25Jun89 

LtCol Thomas J. Nicholson 26Jun89 - 


Appendix C 


American Campaign Streamer 
Asiatic-Pacific Campaign Streamer with Two Bronze Stars 
World War II Victory Streamer 
Navy Occupation Service Streamer with "Asia" 


Appendix D 

Squadron Insignia 

VMFA-321 has used several insignias during its nearly five decades of existence. In keep- 
ing with the appropriated nickname "donated" by its first commanding officer, a former 
Flying Tiger, VMF-321 employed the insignia of the second of the American Volunteer 
Group's three squadrons, as well as its nickname, the Hell's Angels. The squadron's Cor- 
sairs carried this stylized angel (Figure 1) throughout their combat tour in the Pacific. 

The angel's appearance varied during the combat tour, although the color scheme re- 
mained the same: a flesh-colored angel with white wings on a red field. 

Figure 1. 

However, although in use in the field, the insignia was never officially approved be- 
cause, as stated in a 22 September 1944 memo, the insignia was not "in keeping with 
the dignity of the Service and employs red." Although the nude little angel could hardly 
have raised many eyebrows, the point about the color red was technically correct. 

Immediately after Pearl Harbor, the red center disc in the national star insignia used 
by all Services had been deleted to prevent confusion with the Japanese Rising Sun insig- 
nia. This prohibition of red carried over to tail-striping and other forms of insignia. Even 
a late 1943 attempt to outline in red the star-and-bar insignia now in use was finally 
dispensed with. The horizontal red bar now a familiar part of the national insignia did 
not appear until 1948. 

While it was too late to design a properly approved squadron emblem by the time 
VMF-321 returned to the United States, the unit tried again in late September 1944. 
Although a Chief of Naval Operations memo admonished VMF-321 to stay away from 
"ducks, cats, dogs, eagles, rabbits or women," as the new insignia's central figure, the 
Walt Disney studios came up with a "ferocious cat" design in 1945 (Figure 2). 


Figure 2. 

The California film studio had contributed several hundred squadron designs for all 
the services as part of its war effort. Indeed, a Disney artist had also created the famous 
insignia of the Flying Tigers, a winged tiger shredding a Japanese flag. 

The premise of the new design was that the squadron flew the F6F Hellcat to which 
they had transitioned in early 1945 in preparation for serving on board aircraft carriers. 
The cat held a yellow and orange rocket in his left front paw, and a lighted black bomb 
in his right rear paw. He wore blue- and -black earphones while peering menacingly from 
atop a blue cloud. 

To keep things business-like, Disney provided a "license" for use of the insignia for 
the "sum of One Dollar ($1.00)" to the "United States Government, as represented by 
the Secretary of The Navy." The Navy approved the new insignia in August 1945, by which 
time the war was nearly over. 

Revived as a Reserve squadron, VMF-321 did not have an approved insignia until 1957 
which also noted the enlarged organization at NAS Anacostia, the Marine Air Reserve 
Training Detachment, Washington, D.C. The rather somber insignia (Figure 3) was ap- 
parently not very popular and was seldom seen. 


Figure 3. 

A new insignia was designed in 1971. As Lieutenant Colonel Francis P. Frola, the com- 
manding officer, noted in his cover letter to the Chief of Naval Operations, "The Medieval 
Imperial Lion is symbolic of Fighting Power and Prowess. In addition, it represents the 
fiduciary relationship which traditionally binds Marine Fighting Men to Corps and 

The insignia was approved by the 4th MAW, and the appropriate division of Head- 
quarters Marine Corps. 

By 1974, as VMFA-321 transitioned to F-4B Phantoms, retaining the striking black- 
and-white-starred dorsal markings of their earlier F8K Crusaders, and the lion emblem, 
the "Black Barons," as VMFA-321 had begun calling themselves, redesigned their em- 
blem into a heraldic shield (Figure 4). 


Figure 4. 

However, while the squadron liked the new design, it was not officially approved be- 
cause it not been placed within the designated circle then in use, and the shield's scroll 
with the squadron name and number was not properly positioned. 

The design was returned, and while the squadron put the insignia within a circle, and 
repositioned the scroll, there is no evidence that the redesign was sent to CNO for fur- 
ther action. 


Figure 5. 

Enthusiasm for a squadron emblem languished until the early 1980s when the current 
design, was approved, and the squadron restored its traditional nickname, the Hell's An- 
gels. The current design uses a red devil's pitchfork rising from an appropriate bed of 
flames, girded by a golden angel's halo. The emblem is superimposed on a field of blue 
with white stars, with a white stylized aircraft swooping through the halo. 


A squadron insignia ofVMFA-32Lis shown 
on the back coven For a history of the insig- 
nia and other illustrations see Appendix D.